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LYND v CHERRY Click to find out why . . .



Keywords & Phrases
CaseNo: C.A. No. 18,044, CourtCode: CC, CourtName: IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE, Plaintiff: LYND, State: DE Delaware, UniqueCaseRef: DE>CC>00018044, Cherry, Public Shareholders, Common Stock, Affiliates, Duties, Directors, Breaching, Proposed Buyout, Adequate, Damages, Relief, Price, Acting, Peter, Shares, Consumer, Outstanding Common Stock, Faith, Dealing, Loyalty, Care, Individual Defendants, Public Stockholders, Allegations, Proper , ContentID: 120240313

Case Documents
1 2000-05 COMPLAINT
[ see first page and extracted highlights below  ] ItemID: 101112
6 pages
PDF
Total Documents: 1 document , 6 pages
Price: $ 19.95


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1 . COMPLAINT

EXTRACTED KEY WORDS
PLAINTIFF
DEFENDANTS
MEMBERS
PUBLIC SHAREHOLDERS
COMMON STOCK
AFFILIATES
COURT
LAW
DUTIES
DIRECTORS
BREACHING
PROPOSED BUYOUT
ADEQUATE
DAMAGES
RELIEF
PRICE
ACTING
PETER
SHARES
CONSUMER
OUTSTANDING COMMON STOCK
FAITH
DEALING
LOYALTY
CARE
INDIVIDUAL DEFENDANTS
PUBLIC STOCKHOLDERS
ALLEGATIONS
PROPER
            IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE

                       IN AND FOR NEW CASTLE COUNTY

--------------------------------x
EDWARD LYND,                               ::         Civil Action No.
              Plaintiff,                   :

      V.                                   :.
PETER B. CHERRY, ALFRED S.                 :
BUDNICK, DR. THOMAS L. MARTIN, :
JR, ROBERT B. MCDERMOTT, PETER :
A. GUGLIELMI, CHARLES W. DENNY, :
W. ED TYLER, HENRY J. WEST, and :
THE CHERRY CORPORATION                     :

              Defendants.                  :
--------------------------------x

                                   COMPLAINT

      Plaintiff alleges upon information and belief, except as to

paragraph 1 which is alleged upon personal knowledge, as follows:

                                  THE PARTIES

      1.      Plaintiff is the owner of shares of the common stock of

The Cherry Corporation ("Cherry" or the "Company") and has been the

owner of such shares continuously since prior to the wrongs

complained of herein.

      2.      Cherry is a corporation duly existing and organized under

the laws of the State of Delaware. Cherry manufactures proprietary

and customer electrical switches, sensors, electronic keyboards and

controls, and semiconductors.         The Company sells its products to
the worldwide automotive, computer, and consumer and commercial

markets.

      3.      Defendant Peter B. Cherry  ("P. Cherry") is and at all

times relevant hereto has been President and Chairman of the Board
SNIPPETS:
  • IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
  • Plaintiff alleges upon information and belief,
  • The Cherry Corporation and has been the
  • owner of such shares continuously since prior to the wrongs
  • the worldwide automotive, computer, and consumer and commercial
  • Defendant Peter B. Cherry is and at all
  • approximately 54% of the outstanding common stock of the Company.
  • duties of good faith, fair dealing, loyalty, and due care to
  • Cherry's public shareholders.
  • Tyler and Henry J. West are directors of Cherry.
  • All the Individual Defendants are in a fiduciary
  • Cherry and owe them the highest obligations of good faith,
  • dealing, due care and loyalty.
  • CLASS ACTION ALLEGATIONS
  • The Class is so numerous that joinder of all members
  • There are questions of law and fact which are common to the Class and which predominate over
  • adequate representative of the Class and will fairly and adequately
  • the Company's board that he and his affiliates are not interested
  • potential without paying an adequate or fair price to the Company's
  • to the detriment of Cherry's public stockholders.
  • is engaging in self-dealing and not acting in good faith
  • breached and are breaching their fiduciary duties to the members of
  • Unless the proposed buyout is enjoined by the Court,
  • plaintiff prays for judgment and relief as follows:
  • rescinding it and setting it aside or awarding rescissory damages
  • deem just and proper.
  •    |