Lawwly

Capital Group Companies, Inc. v. Armour

Delaware Court of Chancery

2005 WL 2743927 (Del. Ch. 2005)

Relevant factsFree

Executive Timothy Armour (defendant) purchased shares of privately-held Capital Group Companies (plaintiff) subject to a Stock Restriction Agreement barring transfer of any interest in the shares to nonemployees; Armour and his wife Nina Ritter (defendant) later created a revocable trust to hold additional shares, with terms requiring CGC's approval for distributions and letting CGC repurchase shares distributed to anyone other than Armour, and both signed a joinder agreement binding themselves to the SRA. When Armour filed for divorce, Ritter sought a direct or beneficial interest in the trust's CGC shares along with a share of related dividends and sale proceeds; CGC sued for a declaration that the SRA barred any such award to Ritter.

IssueFree

Whether a stock restriction agreement barring transfer of corporate shares to nonemployees is a reasonable restraint on transferability enforceable to block a beneficial interest sought by an employee-shareholder's divorcing spouse.

Unlock the full brief

Free accounts read 20 full briefs. No card required.

Related cases