A. Cappione, Inc. v. Cappione

119 A.D.3d 1121, 990 N.Y.S.2d 297
CourtAppellate Division of the Supreme Court of the State of New York
DecidedJuly 10, 2014
StatusPublished
Cited by6 cases

This text of 119 A.D.3d 1121 (A. Cappione, Inc. v. Cappione) is published on Counsel Stack Legal Research, covering Appellate Division of the Supreme Court of the State of New York primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
A. Cappione, Inc. v. Cappione, 119 A.D.3d 1121, 990 N.Y.S.2d 297 (N.Y. Ct. App. 2014).

Opinion

Egan Jr., J.

Appeals (1) from an order of the Supreme Court (Demarest, J), entered May 28, 2013 in St. Lawrence County, which, among other things, granted plaintiffs’ cross motion for summary judgment declaring, among other things, that defendant Marc J. Cappione was required to sell his shares in plaintiff A. Cappione, Inc., (2) from an order of said court, entered November 6, 2013 in St. Lawrence County, which, among other things, granted plaintiffs’ motion to compel Marc J. Cappione’s compliance with the prior order, and (3) from an order of said court, entered December 4, 2013 in St. Lawrence County, which, among other things, partially denied defendants’ motion for reconsideration.

At all times relevant, defendant Marc J. Cappione (hereinafter Cappione) and plaintiffs David E Cappione and John R. Cappione each owned a one-third shareholder interest in plaintiff A. Cappione, Inc., a closely held, family corporation engaged in the business of wholesale beer distribution, which includes an exclusive distribution agreement with Anheuser-Busch, Inc. As a distributor of alcoholic beverages, the corporation was subject to the licensing requirements, rules and regulations of the State Liquor Authority (see Alcoholic Beverage Control Law § 17). Following Cappione’s felony conviction of attempted dissemination of indecent materials to a minor in the first degree, for which he currently is serving a term of imprisonment, the corporation’s board of directors voted in July 2011 to retroactively terminate Cappione’s employment effective March 30, 2011. Eursuant to the shareholders’ agreement, Cappione’s involuntary loss of employment entitled the corporation to purchase his ownership interest therein. To that end, an independent valuation of the corporation was conducted in accordance with the terms of the shareholders’ agreement and, in May 2012, a report was issued valuing Cappione’s shares in excess of $911,000 as of March 31, 2011.

Subsequent efforts to redeem Cappione’s shares met with resistance, prompting plaintiffs to commence this declaratory judgment action seeking, among other things, to compel Cappione to sell his ownership shares pursuant to the terms of the [1122]*1122shareholders’ agreement.

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Cite This Page — Counsel Stack

Bluebook (online)
119 A.D.3d 1121, 990 N.Y.S.2d 297, Counsel Stack Legal Research, https://law.counselstack.com/opinion/a-cappione-inc-v-cappione-nyappdiv-2014.