In Re Orange County Nursery, Inc.
Opinion
Trial Court Opinion
I.
FACTUAL AND PROCEDURAL BACKGROUND
Appellant Orange County Nursery, Inc. is a closely-held corporation that has been operated and controlled by the Veyna family since the 1880s. See In re Orange Cty. Nursery, Inc., 439 B.R. 144, 146 (C.D. Cal. 2010) [hereinafter Orange Cty. Nursery I]. Appellant’s majority shareholders exercise control through a voting trust that owns 50.25% of Appellant’s stock (“Majority Voting Trust”). Id. On the other hand, Appellee Minority Voting Trust holds only 40.25% of Appellant’s stock. In re Orange Cty. Nursery, Inc., 523 B.R. 692, 694 (C.D. Cal. 2014) [hereinafter Orange Cty. Nursery II]. In 2006, Appellee sought to sever all ties to Appellant. See Orange Cty. Nursery I, 439 B.R. at 146.
On August 4, 2006, Appellee filed suit in Orange County Superior Court for Appellant’s dissolution. Id. On June 29, 2007, Appellant and/or the Majority Voting Trust notified the Superior Court of its/their election under California Corporations Code section 2000 to purchase
1 In Case Number ED CV 18-232-DMG, Appellant Orange County Nursey, Inc. challenges the Claim Order, whereas it challenges the Plan Order in ED CV 18-233-DMG. See, e.g., Appellant’s…