Landorf v. Glottstein

OPINION OF THE COURT

Edward H. Lehner, J.

The novel issue in this case is whether a person who, by reason of the provisions of a shareholders’ agreement, is entitled to be elected treasurer and secretary of a close corporation, possesses certain powers or is required to be assigned specific duties (other than those prescribed by statute), absent any provision to such effect in the certificate of incorporation, the shareholders’ agreement or the bylaws. This court holds that specific duties are not required nor are specific powers implied.

MOTION BEFORE THE COURT

This is a motion to preliminarily…