Author Question: Almost all disputes between registered investment advisers or investment firms and their client ... (Read 43 times)

asd123 · **on:** Jun 24, 2018

Almost all disputes between registered investment advisers or investment firms and their client investors must be settled by arbitration; there is rarely a chance to go to court to settle the matter.
a. True
b. False
Indicate whether the statement is true or false

Question 2

Dissolution. In 1988, Farad Mohammed and Syed Parveen formed Hina Pharmacy, Health & Beauty Aids, Inc, to operate a pharmacy in New York. Parveen, an experienced pharmacist, contributed his expertise and 7,000. Mohammed contributed 120,000. Each took 50 percent of the Hina stock. Mohammed assigned his shares to his brother Azam, and Syed assigned his to his wife Aisha. A dispute soon arose over the disparity in capital contributions. The parties held only one shareholders' meeting, and they never attempted to elect directors. Syed later claimed that Azam, who exercised sole control over the daily management of Hina, kept 80 percent of the profits. Azam argued that Syed had agreed to work for 20 percent of the profits plus a salary. Syed stopped working at the pharmacy in 1994. Aisha filed a petition in a New York state court to dissolve Hina. Could the court grant the petition? If so, on what basis? If not, why not?

jojobee318 · **Reply #1 on:** Jun 24, 2018

Answer to Question 1

TRUE

Answer to Question 2

Dissolution
The court granted Aisha's request for dissolution of Hina, but a state intermediate appellate court reversed this order and dismissed the petition, because, in the court's view, Aisha had filed her suit under the wrong New York state statute. The court pointed out that under that statute, dissolution was permitted only when the directors were deadlocked. Mere failure to hold shareholders' meetings is not sufficient grounds for dissolution. . . . There can be no deadlock where, as here, the contending factions have not even attempted to elect directors. Azam's sole control over daily management is not cause for dissolution under this statute either, because there are no allegations that Azam's control gave rise to deadlock over a management decision. The court explained, however, that dissolution may be ordered under a different New York statute when the directors or those in control of the corporation have been guilty of illegal, fraudulent or oppressive actions toward the complaining shareholders. This claim may be based on the complaining shareholder's frustrated expectations in such matters as continued employment or a share in the profits and management of the corporation, such that she feels that the other shareholders have deprived her of a reasonable return on her investment. The court left Aisha free to file a new complaint based on the other statute.