COOK v. FUSSELMAN


300 A.2d 246 (1972)

Charles E. COOK and Walter M. Sharp, Plaintiffs, v. R. T. FUSSELMAN et al., Defendants.

Court of Chancery of Delaware, New Castle.

December 8, 1972.


Attorney(s) appearing for the Case

Richard F. Corroon and Robert K. Payson, of Potter, Anderson & Corroon, Wilmington, and Charles Griffin Cale, of Adams, Duque & Hazeltine, Los Angeles, Cal., for plaintiffs.

Richard J. Abrams, of Richards, Layton & Finger, Wilmington, and Richard H. Keatinge and Frank E. Meridith, Jr., of Keatinge, Libott, Bates & Loo, Los Angeles, Cal., for defendants R. Thomas Fusselman, Donald E. Butler, Robert M. McIntyre and Russel L. Warrick.

Richard L. Sutton, of Morris, Nichols, Arsht & Tunnell, Wilmington, for defendant First Surety Corp.

David Snellenberg, II, Wilmington, and Robert S. Smith, of Paul, Weiss, Rifkind, Wharton & Garrison, New York City, for defendant Harold Florence Drimmer.


MARVEL, Vice Chancellor:

This action of Cook and Sharp, who were then as now the holders of the beneficial interest in approximately 31% of the stock of the defendant First Surety Corporation,1 a savings and loan holding company doing business in California, was filed on March 1, 1972 for the purpose of seeking to prevent the loss of their rights as controlling stockholders of First Surety, rights which were threatened by the proposed...

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