Boehm & Co. v. Environmental Concepts, Inc.

Plaintiff sued defendant Environmental Concepts, Inc. (ECI-Del) on a promissory note and defendant AMI Medical Electronics, Inc. (AMI) as guarantor of that note. After trial without a jury, the trial court entered judgment in favor of plaintiff. We affirm.

Plaintiff is an Oregon corporation, which owned shares in a Florida corporation, Environmental Concepts, Inc. (ECI-F1). In 1988, AMI, a Delaware corporation, became interested in purchasing the assets of ECI-F1. To accomplish that transaction, AMI formed a subsidiary Delaware corporation, ECI-Del. AMI’s president, Earl Anderson, instructed…