McCann v. McCann
Idaho Supreme Court
275 P.3d 824 (2012)
Brothers Ron McCann (plaintiff) and Bill McCann (defendant) each owned about 36.7 percent of McCann Ranch & Livestock Company, with their mother Gertrude owning the rest. After their father's death, Bill's salary nearly tripled, Gertrude began receiving a consulting fee from the company, and Ron -- who was not otherwise employed by the company -- was removed from its board; the company also bought Gertrude's home from her when she needed immediate cash. Ron sued seeking dissolution, and the company moved for summary judgment, conceding a factual dispute existed over whether Gertrude and Bill's conduct was oppressive but arguing the lack of irreparable injury was dispositive; the trial court granted the motion.
Whether a court may order dissolution of a corporation if the corporation's controlling entity acted in a manner that is illegal, oppressive, or fraudulent, and irreparable injury to the corporation is threatened or being suffered as a result.