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BARROWAY v. REYNOLDS

176 A.2d 850 (1961)

James N. BARROWAY and Blanche Barroway, Plaintiffs, v. Richard S. REYNOLDS, Jr., J. Louis Reynolds, William G. Reynolds, David P. A. Reynolds, Joseph H. McConnell, I. P. Macauley, Walter L. Rice, C. F. Manning, William T. Brunot, Warren S. Watts, Marion M. Caskie, Richard S. Reynolds, Jr., As Trustee, Julia Louise Reynolds, individually and as Trustee, Reynolds Corporation, a Delaware corporation, Reynolds Metals Company, a Delaware corporation, Richard S. Reynolds Foundation, a foundation, and United States Foil Company, a Delaware corporation, Defendants.

Court of Chancery of Delaware, New Castle.

November 27, 1961.

Attorney(s) appearing for the Case

S. Samuel Arsht, Harvey S. Kronfeld and Richard H. Allen of Morris, Nichols, Arsht & Tunnell, Wilmington, for plaintiffs.

Aaron Finger, of Richards, Layton & Finger, Wilmington, and Mathias F. Correa, Dudley B. Tenney, Howard W. Phillips of Cahill, Gordon, Reindel & Ohl, New York City, Joseph H. McConnell, Wilmington, Del., and Gustav B. Margraf, Richmond, Va., for defendants.

SEITZ, Chancellor.

Plaintiffs, holders of non-voting shares of U. S. Foil Company ("Foil"), filed this action seeking a monetary judgment against and an accounting from the defendants who constituted the so-called "Reynolds Group" and who controlled Foil's voting stock and board of directors. The complaint was occasioned by action taken by the Reynolds Group both as voting stockholders and as controlling board members of Foil to settle a then pending class and derivative...

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