Schwartz v. Rosenthal

Defendants move to dismiss for insufficiency the complaint in this minority stockholders’ derivative action ox', alternatively, to strike certain paragraphs therefrom. Plaintiffs seek to set aside an agreement made in 1956 between the corporation and its president, and approved by the board of directors, whereby the corporation placed in escrow the sum of $372,256 (the equivalent of $1 for each share of its 372,256 outstanding shares) to be invested and reinvested, and paid to the president after the termination of his employment on December 31, 1965.

The gist of the first cause of action is…