JAMES C. HILL, Circuit Judge:
NCS Computer Corp. [NCS], a Texas corporation, was formed in 1968 to develop and market computer software. The following year, Lomas & Nettleton Financial Corp. [LNFC] allegedly acquired "control" of NCS by inducing it to issue shares in consideration of a service contract that, it is alleged, LNFC never intended to perform. Once in "control," LNFC allegedly set about to "dismantle" NCS, installing its own slate of directors who allegedly...
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