Pupecki v. James Madison Corp.

How courts have described this case

Verbatim parenthetical descriptions written by other courts when citing this decision. Ranked by citation-network relevance.

• finding that complaint which alleges the diversion of consideration from sale of corporation to controlling shareholder under guise of employment and noncompetition agreements sufficiently pleads illegality or fraud to render summary judgement improper
• reflecting previous common law doctrine that demand is unnecessary “if it is clear that [such a demand] would be futile”
• excusing demand on shareholders “in the situation where a majority of the . . . shareholders were alleged wrongdoers or under the control of such wrongdoers”
• when controlling stockholder fails to assure that corporation receives adequate consideration for its assets, transaction is illegal or fraudulent, and G. L. c. 156B, § 98, does not foreclose review

Source: CourtListener parenthetical corpus (CC0).