Gross v. Neuman

This is a shareholders’ derivative action alleging corporate waste and mismanagement against certain officers and directors of Continental Care Facilities, Inc., which was named as a nominal defendant. On October 31, 1973, the parties entered into a negotiated settlement agreement discontinuing the action. By the terms of the agreement, defendant Neuman, who together with defendant Ehrlich controlled 300,000 of the 700,000 outstanding shares of the corporation, thereby controlling the board of directors through *4their nominees, agreed to buy the 200,000 shares controlled by plaintiff and the…