Adair v. Wozniak

The issue to be decided is whether the wrongful acts of third parties directed towards the corporation which injure the shareholders by impairing the capital position of the corporation give an individual right of action to the shareholders. It is well-settled that only a corporation and not its shareholders can complain of an injury sustained by, or a wrong done to, the corporation. United States v. Palmer (C.A. 5, 1978), 578 F. 2d 144, 145-146; Mendenhall v. Fleming Co. (C.A. 5, 1974), 504 F. 2d 879, 881; Martens v. Barrett (C.A. 5, 1957), 245 F. 2d 844, 846. However, this general principle…