observing that the word deliver ordinarily connotes transfer of possession and is accomplished by any act by which the deliverer irrevocably relinquishes possession and control in such a fashion that receipt of possession by the transferee is assured
How later courts described this case
- observing that the word deliver ordinarily connotes transfer of possession and is accomplished by any act by which the deliverer irrevocably relinquishes possession and control in such a fashion that receipt of possession by the transferee is assured
- acknowledging that other causes of action may be available under breach of fiduciary duty claim so long as not seeking additional compensation under theory of inadequate price
- Upon reversal and remand from the court of appeals, the case “is reinstated on the docket of the court below in precisely the same condition that obtained before the action that resulted in the appeal and reversal.”
- noting that corporation was considering complete or partial liquidation to prevent hostile takeover
Written by the judges who cited it.
The opinion
Herbert R. Brown, J.,
concurring in part and dissenting in part. I *423 agree with the well-reasoned opinion authored by Justice Holmes, except in one respect.
I cannot agree that the trial judge abused his discretion in not granting a continuance of the trial date, as requested by the Price Trust. In complex, multi-party litigation such as the case sub judice, deference must be given to the problems a trial judge faces in bringing the issues to trial.
Here, there are three reasons to uphold the trial judge’s ruling denying the continuance: First, Price Trust has raised no substantive issue that was not presented by the other dissenting shareholders. Second, Price Trust had available to it the voluminous discovery conducted by the other dissenting shareholders. Finally, given the disposition which we make on the valuation issues, it is difficult to see what remains to be discovered. The majority opinion states: “[T]he issues, pursuant to our determination of the first (valuation) issue above, have been considerably narrowed, and are resolvable without recourse to a further evidentiary hearing.” (Emphasis added.) Having found that there is no need for an evidentiary hearing, the majority opinion, in the next sentence, makes the astonishing pronouncement: “Nevertheless, Price Trust may, if it so chooses, engage in a limited discovery upon those issues yet to be determined and may present any new evidence upon such issues as has not already been placed within the record. ’ ’ (Emphasis added.)
I think, in charging the trial judge with abuse of discretion, we demonstrate a lack of sensitivity to the realities of this case.