In 1991, plaintiff Virginio Battanta, defendant Hugo Bunzl, and a third person formed BBS Norwalk One, Inc. ("BBS"), a Delaware corporation, to effect the purchase of a building in Norwalk, Connecticut. Bunzl was vice president, treasurer, a director, and, together with Battanta, shareholder of 90% of the outstanding stock of the corporation. Also in 1991, Bunzl and Battanta established a second Delaware corporation, B&B
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