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Zetlin v. Hanson Holdings, Inc.

Court of Appeals of New York
397 N.E.2d 387 (N.Y. 1979)


Facts

Zetlin (plaintiff) owned two percent of the outstanding shares of Gable Industries, Inc. (Gable). Hanson Holdings, Inc. (Hanson) (defendant) owned 44.4 percent of Gable. Hanson sold its interest to Flintkote Co. for a premium of $15 per share, about twice what the stock was going for on the open market. The 44.4 percent interest acquired by Flintkote gave it a controlling interest in Gable. Zetlin brought suit, seeking to obtain part of the premium paid by Flintkote to Hanson. The lower court found in favor of Hanson. Zetlin appealed.

Rule of Law

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Issue

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Holding and Reasoning (Memorandum)

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  • A “yes” or “no” answer to the question framed in the issue section;
  • A summary of the majority or plurality opinion, using the CREAC method; and
  • The procedural disposition (e.g. reversed and remanded, affirmed, etc.).

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