Fontheim v. Walker

Plaintiff is a stockholder of defendant Huron Holding Corporation. The complaint alleges that he owns approximately 31,000 shares of common stock out of an outstanding issue of 1,646,750 shares. The action purports to be a representative stockholders’ action, brought pursuant to sections 101 and 102 of the General Corporation Law, to require the defendant Huron Holding Corporation and its directors to take proceedings necessary to dissolve the corporation.

The question on this appeal is whether the complaint, in view of the provisions of law for the voluntary dissolution of a corporation,…