Lynch v. Asset Protection Associates, Inc.

HOUSTON, Justice.

James C. Lynch filed this declaratory judgment action against Asset Protection *345Associates, Inc. (“Asset”), seeking to declare that Asset was without authority to invalidate the issuance of 25,000 shares of its common stock which were allegedly issued to him in exchange for the transfer of the ongoing business and contracts of his sole proprietorship. Lynch also sought preliminary and permanent injunctive relief to prevent Asset from invalidating the shares in dispute. After hearing ore tenus testimony from the three incorporators, namely Lynch, W.R. Heflin, and Woody Kelly,…