Quimbee logo
DMCA.com Protection Status

Five Star Concrete, L.L.C. v. Klink, Inc.

693 N.E.2d 583 (1998)

Case BriefRelatedOptions
From our private database of 35,600+ case briefs...

Five Star Concrete, L.L.C. v. Klink, Inc.

Indiana Court of Appeals

693 N.E.2d 583 (1998)

Facts

Klink, Inc. (plaintiff) and four other ready-mix-concrete suppliers formed Five Star Concrete, L.L.C. (Five Star) (defendant) to supply concrete for large construction projects. Klink contributed 12.5 percent of the capital initially contributed in exchange for 12.5 ownership “units.” The operating agreement defined units as interests in the company representing capital contributions. Each unit gave members one vote and one share in income, gains, losses, deductions, and credits. The agreement provided Five Star could buy out dissociating members’ interests at fair market value and provided a valuation method using accountants. Klink withdrew, and the remaining members decided to buy out Klink’s interest and continue the business. Meeting minutes showed the members calculated the fair market value of Klink’s “units” by subtracting liabilities on the balance sheet from assets and multiplying by 12.5 percent, resulting in $61,947 paid to Klink under a buy-sell agreement. When Five Star’s fiscal year ended two months later, Five Star allocated $31,889 of income to Klink solely for tax purposes without distributing any money. Klink sued claiming entitlement to a $31,889 distribution. Five Star’s operating agreement did not address the timing or amount of distributions, but Five Star had made distributions without ever tying them to income allocations. Both sides requested summary judgment, disputing whether the buy-sell agreement divested Klink of its entire economic interest in Five Star. The trial court granted summary judgment to Klink, finding he was entitled to $31,889. Five Star appealed.

Rule of Law

Issue

Holding and Reasoning (Staton, J.)

What to do next…

  1. Unlock this case brief with a free (no-commitment) trial membership of Quimbee.

    You’ll be in good company: Quimbee is one of the most widely used and trusted sites for law students, serving more than 619,000 law students since 2011. Some law schools—such as Yale, Berkeley, and Northwestern—even subscribe directly to Quimbee for all their law students.

    Unlock this case briefRead our student testimonials
  2. Learn more about Quimbee’s unique (and proven) approach to achieving great grades at law school.

    Quimbee is a company hell-bent on one thing: helping you get an “A” in every course you take in law school, so you can graduate at the top of your class and get a high-paying law job. We’re not just a study aid for law students; we’re the study aid for law students.

    Learn about our approachRead more about Quimbee

Here's why 619,000 law students have relied on our case briefs:

  • Written by law professors and practitioners, not other law students. 35,600 briefs, keyed to 984 casebooks. Top-notch customer support.
  • The right amount of information, includes the facts, issues, rule of law, holding and reasoning, and any concurrences and dissents.
  • Access in your classes, works on your mobile and tablet. Massive library of related video lessons and high quality multiple-choice questions.
  • Easy to use, uniform format for every case brief. Written in plain English, not in legalese. Our briefs summarize and simplify; they don’t just repeat the court’s language.

Access this case brief for FREE

With a 7-day free trial membership
Here's why 619,000 law students have relied on our case briefs:
  • Reliable - written by law professors and practitioners, not other law students
  • The right length and amount of information - includes the facts, issue, rule of law, holding and reasoning, and any concurrences and dissents
  • Access in your class - works on your mobile and tablet
  • 35,600 briefs - keyed to 984 casebooks
  • Uniform format for every case brief
  • Written in plain English - not in legalese and not just repeating the court's language
  • Massive library of related video lessons - and practice questions
  • Top-notch customer support

Access this case brief for FREE

With a 7-day free trial membership