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Business Organizations Keyed to Chasalow, 3rd Ed.
Broz v. Cellular Information Systems, Inc.
Citation:
673 A.2d 148 (1996)Facts
Robert Broz was both the President and sole stockholder of RFBC and a director of CIS, a competitor in the cellular telephone industry. CIS had recently emerged from bankruptcy and was divesting its cellular license holdings under a reorganization plan that restricted its ability to acquire new assets or incur debt. In May 1994, Broz was approached by Mackinac Cellular Corp. through a broker about purchasing the Michigan-2 license, which was adjacent to RFBC’s Michigan-4 license area. Mackinac did not offer the opportunity to CIS, considering it not financially viable. Broz informally discussed the opportunity with several CIS directors, including the CEO, who all indicated CIS had no interest in acquiring Michigan-2. During this period, PriCellular was attempting to acquire CIS and was also interested in the Michigan-2 license. In November 1994, Broz agreed to purchase Michigan-2 for $7.2 million. Nine days later, PriCellular completed its acquisition of CIS. CIS subsequently sued Broz, claiming he usurped a corporate opportunity.
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