Leibert v. Clapp

Appellate Division of the Supreme Court of New York

Leibert v. Clapp

19 A.D.2d 629, 241 N.Y.S.2d 310, 1963 N.Y. App. Div. LEXIS 3639

CourtAppellate Division of the Supreme Court of the State of New York

DecidedJune 10, 1963

StatusPublished

This text of 19 A.D.2d 629 (Leibert v. Clapp) 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

Leibert v. Clapp, 19 A.D.2d 629, 241 N.Y.S.2d 310, 1963 N.Y. App. Div. LEXIS 3639 (N.Y. Ct. App. 1963).

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Opinion

— In an action by a minority stockholder of a corporation to compel the directors to take proceeding’s to dissolve the corporation, and for incidental relief, defendants appeal from an order of the Supreme Court, Queens County, dated March 28, 1963, which denied their motion, pursuant to rule 106 of the Rules of Civil Practice, to dismiss the amended complaint on the ground that it fails to state facts sufficient to constitute a cause of action. Order reversed, with $10 costs and disbursements, motion granted and amended complaint dismissed. In our opinion, the factual allegations of the amended complaint are insufficient to establish a cause of action. They fail to show that the capital of the corporation was impaired by the majority of the corporation looting the assets and thereby enriching themselves at the expense of the minority, or that the existence [630]*630of the corporation is being continued for the sole purpose of benefiting those in control, at the expense of the other stockholders (Gross v. Price, 284 App. Div. 964; Aliotta v. Samperisi, 2 A D 2d 901). Beldoek, P. J., Ughetta, Brennan, Hill and Hopkins, JJ., concur.

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— In an action by a minority stockholder of a corporation to compel the directors to take proceeding’s to dissolve the corporation, and for incidental relief, defendants appeal from an order of the Supreme Court, Queens County, dated March 28, 1963, which denied their motion, pursuant to rule 106 of the Rules of Civil Practice, to dismiss the amended complaint on the ground that it fails to state facts sufficient to constitute a cause of action. Order reversed, with $10 costs and disbursements, motion granted and amended complaint dismissed. In our opinion, the factual allegations of the amended complaint are insufficient to establish a cause of action. They fail to show that the capital of the corporation was impaired by the majority of the corporation looting the assets and thereby enriching themselves at the expense of the minority, or that the existence [630]*630of the corporation is being continued for the sole purpose of benefiting those in control, at the expense of the other stockholders (Gross v. Price, 284 App. Div. 964; Aliotta v. Samperisi, 2 A D 2d 901). Beldoek, P. J., Ughetta, Brennan, Hill and Hopkins, JJ., concur.

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Bluebook (online)

19 A.D.2d 629, 241 N.Y.S.2d 310, 1963 N.Y. App. Div. LEXIS 3639, Counsel Stack Legal Research, https://law.counselstack.com/opinion/leibert-v-clapp-nyappdiv-1963.

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