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Stroh v. Blackhawk Holding Corp.

Illinois Supreme Court
272 N.E.2d 1 (Ill. 1971)


Facts

Blackhawk Holding Corp. (Blackhawk) (defendant) designated two classes of stock, Class A and Class B. Each share of the Class B stock was entitled to a vote in corporate matters, but the articles of incorporation provided that Class B stock was not entitled to dividends of any kind. Stroh, et al. (plaintiffs) brought suit as owners of Class B stock, claiming that the provision effectively invalidated their stock. Illinois law defined “shares” as “the units into which the proprietary interests in a corporation are divided” and the plaintiffs claimed that the word “proprietary” connoted some kind of economic interest.

Rule of Law

Issue

Holding and Reasoning (Davis, J.)

Dissent (Schaefer, J.)

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