Shawe v. Elting

Co-founders and equal shareholders Shawe (defendant) and Elting (plaintiff) of a profitable company became locked in a bitter personal feud following a broken engagement, causing stipulated stockholder deadlock, declining morale, key employee departures, and lost acquisition opportunities; the Court of Chancery, after considering and rejecting alternatives including a tiebreaker director, found "complete and utter dysfunction" and ordered a custodian-supervised sale.