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Business Associations Keyed to Bainbridge
Coggins v. New England Patriots Football Club, Inc.
Citation:
492 N.E.2d 1112 (1986)Facts
On November 18, 1959, William H. Sullivan, Jr. purchased an American Football League franchise for a professional football team. For the franchise, Sullivan paid $25,000. Sullivan organized the American League Professional Football Team of of Boston, Inc. Nine other persons each contributed $25,000 and in return received 10,000 shares of voting common stock. In November, 1975, Sullivan obtained ownership of all 100,000 of the voting shares at a price of $102 a share and renamed the New England Patriots Football Club, Inc. (Old Patriots). On October 20, 1976, Sullivan organized a new corporation called the New Patriots Football Club, Inc. (New Patriots). The board of the Old Patriots and the board of the New Patriots executed an agreement of merger providing that, after the merger, the voting stock of the Old Patriots would extinguished, the nonvoting stock would be exchanged for $15 a share.
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Topic Resources
Topic Outline
Shareholders’ RightsTopic Refresher Course
Breach: Major and MinorTopic Charts & Notes
Parties Chart