4989 The sellers of shares in a pharmacy corporation precipitated a regulatory closure of the business. Because the transfer jeopardized the conduct of the business and deprived another shareholder of her right to control who her business partners would be, the sellers breached a fiduciary duty to the shareholder by failing to give effect to a bylaw granting her a right of first refusal on the sale.
CitationLE v PHAM (Shareholder Fiduciary Duty) 180 CA4 1201 [See Bus & Prof Code ยง 4150 et seq.; Jones v HF Ahmanson & Co. 1 C3 93]
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