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Corporations Keyed to Hazen
Kamin v. American Express Company
Citation:387 N.Y.S.2d 993 (App.Div.1976)
The complaint is brought by two minority stockholders of the American Express Company, asking for a declaration that a certain dividend in kind is a waste of corporate assets, directing the defendants not to proceed with the distribution. In 1972, American Express acquired for investment 1,954,418 shares of common stock of Donaldson, Lufken and Jenrette, Inc. (DLJ) at a cost of $29.9 million. The current market value of those shares is approximately $4 million. On July 1975, it is alleged, the Board of Directors of American Express declared a special dividend to all stockholders of record pursuant to which the shares of DLJ would be distributed. Plaintiffs contend that if American Express were to sell the DLJ shares on the market, it would sustain a capital loss of $25 million.
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