Sunday, November 24, 2013

Crane Co. v. Anaconda Co. case brief

Crane Co. v. Anaconda Co. case brief summary
346 N.E.2d 507 (N.Y. 1976)


CASE SYNOPSIS
Appellant company sought review of the decision of the Appellate Division of the Supreme Court in the First Judicial Department (New York) that reversed the trial court and found in favor of appellee purchaser in its action against the company for violating the Business Corporation Law in not allowing inspection of its stockholder list.

CASE FACTS
The purchasers publicly announced a proposed offer to purchase the common stock of the company, which was opposed by the company's management. The purchasers sought to inspect the list of the company's stockholder and send them information regarding the proposed offer. After the company refused, the purchasers filed an action against the company seeking compliance with the Business Corporation Law. The lower court found that the matter was proper being one of general interest to the company's stockholders by virtue of their common interest in the corporation as stockholders.

DISCUSSION

  • In affirming, the court agreed with the lower court and held that the company failed to sustain its burden of proving an improper purpose. 
  • The court found that it could not be said that the lower court abused its discretion. 
  • Accordingly, the court compelled the inspection of the records.

CONCLUSION
The court agreed with the lower court's decision and compelled the inspection of the stockholder list. The court modified the order to extend the date of compliance.

Recommended Supplements for Corporations and Business Associations Law

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