AW Chesterton Co., Inc. v. Chesterton

MEMORANDUM

TAURO, Chief Judge.

Plaintiffs are A.W. Chesterton Company (“the Company”) and members of the Chesterton family who control a majority of the Company’s shares. Defendant is Arthur Chesterton, a minority shareholder of the Company. Plaintiffs bring this action to enjoin Defendant from selling a portion of his shares to other corporations, because such transactions would have the effect of terminating the Company’s favorable tax status as a subchapter S-corporation. Presently before the court, following a bench trial, are Plaintiffs’ claim for breach of fiduciary duty and request for…