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Corporations Keyed to O’Kelley
Northeast Harbor Golf Club, Inc. v. Harris
Citation:
661 A.2d 1146 (1995)Facts
Nancy Harris was the president of the Northeast Harbor Golf Club. The Club also had a board of directors that was responsible for making significant policy decisions. The Club’s only major asset was a golf course in Mount Desert. In 1979, Robert Suminsby Harris that he was the listing broker for the Gilpin property, which comprised three noncontinguous parcels located among the fairways of the golf course. Harris immediately agreed to purchase the Gilpin property in her own name for the asking price of $45,000. She did not disclose her plans to purchase the property to the Club’s board prior to the purchase. In 1988, Harris and her children began the process of obtaining approval for a five-lot subdivision. Even when the board learned of the proposed subdivision, a majority failed to take any action. After Harris’s resignation as president, the Club sought to challenge the subdivision. The Club filed a complaint against Harris, her sons and daughter-in-law, alleging that during her term as president Harris breached her fiduciary duty by purchasing the lots without providing notice and an opportunity for the Club to purchase the property and by subdividing the lots for future development.
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