Guenther v. Pacific Telecom, Inc.
United States District Court for the District of Oregon
123 F.R.D. 341 (1988)

- Written by Douglas Halasz, JD
Facts
Several minority shareholders (plaintiffs) of American Network, Inc. (AmNet) (defendant) sued AmNet and its directors, as well as Pacific Telecom, Inc. and its directors, and Price Waterhouse & Co., Inc. and its accountant (defendants) (collectively, the corporations and directors) and asserted direct and derivative claims for breach of fiduciary duty. Thereafter, the minority shareholders in question agreed to exchange all of their AmNet shares for the right to receive a payment. Consequently, the corporations and directors moved to dismiss the claims for breach of fiduciary duty on the ground that the now former minority shareholders were no longer shareholders of AmNet.
Rule of Law
Issue
Holding and Reasoning (Marsh, J.)
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