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Corporations Keyed to Hazen
Katzowitz v. Sidler
Citation:249 N.E.2d 359 (1969)
Isador Katzowitz is a director and stockholder of a close corporation. Jacob Sidler and Max Lasker own two remaining securities and, with Katzowitz, comprise sulburn Holding Corp.’s board of directors. The three men had been jointly engaged in corporate ventures for more than 25 years but by 1956, Sidler and Lasker joined forced to oust Katzowitz from any role in managing the corporations. They entered into a stipulation whereby Katzowitz withdrew from active participation. In December 1961, Sulburn was indebted to each stockholder. Notice was mailed to each stockholder that they had the right to purchase 25 shares of the corporation’s stock at $100 a share. On August 1962, the principal asset of Sulburn was destroyed. The directors unanimously voted to dissolve the corporation. Upon dissolution, Sidler and Lasker each received $18,885.52 but Katzowitz only received $3,147.59.
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