Dale Novasky v. Jeffrey Adjustment Service, Inc., Charles Ward, Robert Gibson
Published: Jul. 19, 1994 | Result Date: Mar. 7, 1994 | Filing Date: Jan. 1, 1900 |Case number: 922006827 – $109,719
Judge
Court
Grant Superior
Attorneys
Plaintiff
Defendant
Experts
Plaintiff
Rick Honsowetz
(technical)
Defendant
Jeff Neherer
(technical)
Facts
In 1989, Plaintiff Dale Novasky, at 61 years of age, tendered his resignation as an insurance adjuster for the corporate Defendant Jeffrey Adjustment Services, Inc., a closely held corporation. He was leaving to become a minister. He tendered his resignation to the remaining shareholders upon the condition that his share of stock be purchased by the corporation. However, he did not resign as president of the corporation or as a member of its board of directors. During the next year and one half, four remaining members of the corporation allegedly assured Plaintiff that they were attempting to arrange for the purchase. Subsequently the corporate members arranged to purchase 2 other people's shares, but not Plaintiff's.
Settlement Discussions
Plaintiff contends he demanded $90,000 (including all attorney fees) and Defendants offered $20,000.
Damages
Share of stock, prejudgment interest, and attorney's fees.
Other Information
The Court held that the corporation was a "close" corporation and as such, its shareholders, directors, and officers owed the Plaintiff an "equal opportunity" to sell an identical number of his stock to the corporation upon the same terms as it had done with the two other shareholders. The "equal opportunity" rule adopted by the Court was based upon the case of Donahue v. Rodd, 328 N.E.2d 505 (Mass. 1975) and similar case law in Oregon and Alaska.
Deliberation
6 hours
Poll
10-2
Length
5 days
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