From our private database of 12,700+ case briefs...
Humphrys v. Winous Co.
Supreme Court of Ohio
133 N.E.2d 780 (1956)
Winous Co. (defendant) has three directors. The three directors were divided into three classifications, each class containing one director. The directors were to serve three-year terms of office, with one director to be elected each year. This classification took away the minority shareholders’ ability to elect a board member through cumulative voting. Under § 1701.64 of the Ohio code, a corporation’s articles may establish a term of office for its directors or class of directors, as long as the term does not exceed three years. Under § 1701.58, a shareholder may engage in cumulative voting by giving a candidate a number of votes equal to the number of his shares multiplied by the number of directors up for election. Section 1701.58 states that the right to vote cumulatively may not be restricted by the corporation’s articles. The court of appeals held that because 1701.58 is more specific, it limits 1701.64, and that the directors’ classification was therefore invalid because it restricted the right of the minority shareholders to vote cumulatively.
Rule of Law
Holding and Reasoning (Bell, J.)
Dissent (Weygandt, C.J.)
What to do next…
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 97,000 law students since 2011. Some law schools—such as Yale, Vanderbilt, Berkeley, and the University of Illinois—even subscribe directly to Quimbee for all their law students. Read our student testimonials.
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. Read more about Quimbee.
Here's why 119,000 law students have relied on our case briefs:
- Written by law professors and practitioners, not other law students. 12,700 briefs, keyed to 172 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.