LEWIS R. MORGAN, Senior Circuit Judge:
George Liddy, plaintiff-appellee, and Lawrence Urbanek, defendant-appellant, formed Boca Raton Land Development Incorporated (BRLD), under the laws of Florida in 1973. The articles of incorporation listed Liddy as president and Urbanek as secretary-treasurer. The two men served as the only directors and each owned fifty percent of the outstanding stock upon formation of the company. In 1979, Liddy filed this action in the District...
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