White v. Fletcher/Mayo/Associates
Supreme Court of Georgia
303 S.E.2d 746 (1983)
In 1973, Eldridge White (plaintiff) started working for Fletcher/Mayo/Associates, Inc. (FMA) (defendant). By 1981, White was the senior vice-president of the Atlanta office. FMA began merger negotiations with Doyle Dane in 1982. At that time, White owned 7,114 shares of FMA stock. Any FMA shareholder who voted in favor of the merger received 1.2991 Doyle Dane shares for each FMA share. White voted in favor of the merger and, following the merger, White realized $60,000 in profit. Prior to the merger, FMA and Doyle Dane had the four highest shareholders, including White, sign restrictive covenants, including a covenant not to compete. Following the merger, White was fired. White sued to determine if the covenant not to compete was enforceable. The trial court held the covenant not to compete unreasonable, but blue-penciled the covenant into a more limited form because it was ancillary to the sale of FMA to Doyle Dane. White appealed.
Rule of Law
Holding and Reasoning (Bell, J.)