HEALY v. GEILFUSS


172 A.2d 574 (1959)

T. Donald HEALY, T. Donald Healy and Anne W. Murphy, Co-Executors under the Will of Thomas M. Healy, T. Donald Healy, Jr., and Donna Anne Healy, minors, by Katherine S. Healy, their guardian ad litem, Plaintiffs Below, Appellants, v. Ogden A. GEILFUSS, J. O. Shuford, Guy Babst, Jesse Draper, A. F. Irby, Jr., Granger Hansell, B. Earle Yancey, Sr., and Tracy C. Weltmer, and Ogden A. Geilfuss, M. R. Clary and Granger Hansell, as Trustees under a Voting Trust Agreement executed February 23, 1956, known as the Columbia Baking Company Voting Trust Agreement, and Phoenix, Inc., a Georgia corporation, and Columbia Baking Company, a Delaware corporation, Defendants Below, Appellees.

Supreme Court of Delaware.

May 29, 1959.


Attorney(s) appearing for the Case

George T. Coulson of Morris, Nichols, Arsht & Tunnell, Wilmington, for appellants.

Arthur G. Logan and Vicent A. Theisen of Logan, Marvel, Boggs & Theisen, Wilmington, for appellees.

SOUTHERLAND, C. J., and WOLCOTT and BRAMHALL, JJ., sitting.


SOUTHERLAND, Chief Justice.

This is a minority stockholders' suit on behalf of Columbia Baking Company against certain of its directors and others. The suit attacks the validity of a purchase with Columbia's funds from its former president of a substantial block of Columbia's common stock. Plaintiffs charge (1) that the purchase constituted an illegal use of corporate funds by certain of the directors for the purpose of acquiring...

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