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Corporations Keyed to O’Kelley
Concord Auto Auction, Inc. v. Rustin
Citation:627 F. Supp. 1526 (1986)
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*Case Brief Anatomy includes: Brief Prologue, Complete Case Brief, Brief Epilogue
- The Brief Prologue provides necessary case brief introductory information and includes:
- Topic: Identifies the topic of law and where this case fits within your course outline.
- Parties: Identifies the cast of characters involved in the case.
- Procedural Posture & History: Shares the case history with how lower courts have ruled on the matter.
- Case Key Terms, Acts, Doctrines, etc.: A case specific Legal Term Dictionary.
- Case Doctrines, Acts, Statutes, Amendments and Treatises: Identifies and Defines Legal Authority used in this case.
- The Case Brief is the complete case summarized and authored in the traditional Law School I.R.A.C. format. The Pro case brief includes:
- Brief Facts: A Synopsis of the Facts of the case.
- Rule of Law: Identifies the Legal Principle the Court used in deciding the case.
- Facts: What are the factual circumstances that gave rise to the civil or criminal case? What is the relationship of the Parties that are involved in the case. Review the Facts of this case here:
Both Concord and Associates are Massachusetts corporations. Both are close corporations with the same shareholders, all siblings: Cox, Powell and Thomas. Each sibling owned one-third of the issued and outstanding stock in both Concord and Associates. To protect their best interests and the best interests of the two corporations, the three shareholders entered into a stock purchase and restriction agreement. The agreement provides that all shares owned by a shareholder at the time of his death be acquired by the two corporations through life insurance policies specifically established to fund this transaction. This dispute arises because Rustin failed to tender Cox’s shares. Rustin admits this but alleges a condition precedent: that Powell, significantly, and Thomas failed to effect both the annual meeting and review of the stock price set in the agreement.
- Issue(s): Lists the Questions of Law that are raised by the Facts of the case.
- Holding: Shares the Court's answer to the legal questions raised in the issue.
- Concurring / Dissenting Opinions: Includes valuable concurring or dissenting opinions and their key points.
- Reasoning and Analysis: Identifies the chain of argument(s) which led the judges to rule as they did.
- The Brief Prologue closes the case brief with important forward-looking discussion and includes:
- Policy: Identifies the Policy if any that has been established by the case.
- Court Direction: Shares where the Court went from here for this case.