United States Ninth Circuit

In a suit by a shareholder to redeem his stock, summary judgment for plaintiff is affirmed where: 1) defendant had an obligation to redeem plaintiff's stock under its Restated Articles of Organization if the company's net worth equaled or exceeded $5 million; 2) the term "net worth" should be given its well-established meaning as the difference between total assets and total liabilities; 3) there is no GAAP authority that required classifying defendant's Series B Stock as part of total liabilities; and 4) defendant's total assets exceeded its total liabilities by more than $5 million.

Appellate Information

• Argued 05/18/2007
• Decided 09/11/2007
• Published 09/11/2007

Judges

• O'SCANNLAIN, Circuit Judge:, Before: CYNTHIA HOLCOMB HALL and DIARMUID F. O'SCANNLAIN, Circuit Judges, and IRMA E. GONZALEZ, Chief District Judge.

Court

• United States Ninth Circuit

Counsel

• For Appellees:
  
• Deborah S. Birnbach, Goodwin Procter LLP, Boston, MA, argued the cause for the defendant-appellant, and filed briefs;  William F. Sheehan, Goodwin Procter LLP, Boston, MA, and Todd Noonan, Stevens & O'Connell LLP, Sacramento, CA, were on the briefs., William R. Warne, Downey Brand LLP, Sacramento, CA, argued the cause for the plaintiff-appellee, and filed a brief;  Rhonda Cate Canby, Downey Brand LLP, Sacramento, CA, was on the brief.