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LOCATI v. JOHNSON

(CCV95-12356; CA A98911)

980 P.2d 173 (1999)

160 Or. App. 63

Norman C. LOCATI and R. Wayne Fields, Appellants, v. Bradley R. JOHNSON, Richard A. Elder and Univend, Inc., an Oregon corporation, Respondents.

Court of Appeals of Oregon.

Decided April 21, 1999.

Attorney(s) appearing for the Case

James R. Cartwright, Portland, argued the cause and filed the briefs for appellants.

Scott G. Seidman, Portland, argued the cause for respondent Bradley R. Johnson. With him on the brief was Tonkon Torp LLP.

No appearance by respondent Richard A. Elder.

No appearance by respondent Univend, Inc.

Before WARREN, Presiding Judge, and EDMONDS and ARMSTRONG, Judges.

WARREN, S.J.*

Plaintiffs are minority shareholders of defendant Univend, Inc. They allege that defendants Bradley Johnson and Richard Elder, who together own a majority of the shares, breached their fiduciary duties as controlling shareholders when they agreed to give Crystal Lite Manufacturing, Inc., a corporation that Johnson and his wife own, a ten-year exclusive license to a patent that was Univend's only significant asset. Before...

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