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FACTS AND PROCEDURAL BACKGROUND

Pham owns 50 percent of Newland’s shares while plaintiffs own the other 50 percent. In December 2008, plaintiffs sent Pham a demand letter for the inspection of Newland’s books and records in 2008 and again January and February 2009. Although Pham produced some records, plaintiffs asserted the production was incomplete and sued defendants alleging Pham “blantantly ignor[ed their] requests for access to records and/or ‘books’ relating to Newland’s corporate financial infrastructure and day-to-day operations” and committed other wrongs, which damaged the value of their financial stake in Newland. The complaint asserted causes of action for, inter alia, breach of

2 fiduciary duty, constructive fraud, actual fraud, conversion, conspiracy, and negligence, as well as a claim for punitive damages. Following the close of plaintiffs’ case, defendants orally moved for a directed verdict on the ground causation of damages had not been demonstrated. The court granted the motion as to the conversion and conspiracy claims. It denied the motion on the breach of fiduciary, negligence, and fraud causes of action, but noted “there’s no[t] much left of them” after…