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Meinhard v. Salmon

Court of Appeals of New York

164 N.E. 545 (1928)

Relevant factsFree

Salmon (defendant) leased the Bristol Hotel for twenty years to convert into retail space and formed a joint venture with Meinhard (plaintiff), under which Meinhard funded half the operating costs in exchange for a growing share of the profits, with losses split equally. Near the end of the Bristol Lease, a new lessor who controlled adjacent land approached Salmon, as the managing party, about a broader twenty-year redevelopment lease, and Salmon secretly took that opportunity through his own company without telling Meinhard. When Meinhard learned of the new lease about a month later and demanded it be held in trust for the joint venture, Salmon refused, and Meinhard sued; the referee and the appellate division both ruled for Meinhard, eventually giving him a 50-percent interest in the new lease.

IssueFree

Whether a co-adventurer is required to inform another co-adventurer of a business opportunity that arises as a result of participation in their joint venture.

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