Yageo

Dux Captial Mgt v. Yageo

Good Law
481 F.3d 661
United States Court of Appeals for the Ninth CircuitMarch 1, 200704-16911, 04-16973, 04-17272, 05-16497California11,501 words

Opinion

Opinion

Fletcher, J.

These consolidated cases arise out of a corporate dispute between majority and minority shareholders over the minority shareholder’s right to elect two of the five directors to the Long Life Noodle Company, Inc.’s board of directors. Plaintiffs Dux Capital Management Corp. and its agent, Jerry Davis, alleged that: Defendants, Yageo Corp. and certain of its subsidiaries and employees who controlled the Long Life Noodle Company’s board of directors, placed the corporation into bankruptcy without considering other alternatives that may have yielded greater value for the corporation and its shareholders. Defendants petitioned for bankruptcy in order to prevent plaintiffs, who were minority shareholders, from participating in the governance of the corporation. In bankruptcy, the equity of the minority shareholders was wiped out and the assets of the corporation were sold to one of defendant Yageo Corp.’s subsidiaries, Equity Plus Securities, Ltd., a secured creditor of LLNC.

In a jury trial, the jury found defendants Yageo Corp., Yageo Corp. subsidiaries Yageo Holding (Bermuda) Ltd. and Rextron International Ltd., and Yageo Corp. employees AnEhr Chen, Yan Sheng Chan, and Cheng-Ling…

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