Legal Opinion
DeBaun v. First Western Bank & Trust Co.
California Court of Appeal
Decided March 31, 1975No. Civ. 43994PublishedCited by 6 opinions
1Opinion of the Court
Opinion
THOMPSON, J.
This appeal primarily concerns the duty of 'a majority shareholder to the corporation whose shares he holds in selling the shares when possessed of facts establishing a reasonable likelihood that the purchaser intends to exercise the control to be acquired by him to loot the corporation of its assets. We conclude that in those circumstances the majority shareholder owes a duty of reasonable investigation and due care to the corporation.
Facts
Alfred S. Johnson Incorporated (Corporation) was incorporated by Alfred S. Johnson in 1955 to process color photographs to be…
2Cases cited13 opinions
- Jones v. H. F. Ahmanson & Co.California Supreme Court · 1969
- Fibreboard Paper Products Corp. v. East Bay Union of MacHinists, Local 1304California Court of Appeal · 1964
- Natural Soda Products Co. v. City of Los AngelesCalifornia Supreme Court · 1943
- Ryder v. BambergerCalifornia Supreme Court · 1916
- Fletcher v. A. J. Industries, Inc.California Court of Appeal · 1968
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3Cited by6 opinions
- General Edgar G. Doleman, U.S. Army (Retired), Lorrin Dolim, and Robert Rinker v. Meiji Mutual Life Insurance Company, a Japanese CorporationCourt of Appeals for the Ninth Circuit · 1984
- Ritter & Ritter, Inc. Pension & Profit Plan v. the Churchill Condominium Assn.California Court of Appeal · 2008
- Kupetz v. Continental Illinois National Bank & Trust Co. of ChicagoDistrict Court, C.D. California · 1987
- Kupetz v. CONTINENTAL ILL. NAT. BANK & TRUST CO.District Court, C.D. California · 1987
- Le v. PhamCalifornia Court of Appeal · 2010
1 more not listed; retrieve them via the Exa API.