Lindsey v. Merzenich

Plaintiff and defendant Merzenich are dentists who began practicing together in the 1960’s. They and three other dentists formed defendant Idylwood, Inc., as the entity which furnished their operating facilities and through which they shared the expenses of their practices. In the early 1980’s, plaintiff began reducing his practice. At roughly the same time, the dentists entered into an agreement that gave Idyl-wood the right of first refusal to buy the stock of any of its shareholders. Plaintiff offered to sell his shares, but the other dentists, on behalf of Idylwood, refused the offer as…