Wilcox, chief executive officer and chairman of the board of directors, owned 60 percent of the shares of Sterling Corporation. When the market price of Sterling’s shares was $22 per share, Wilcox sold all of his shares in Sterling to Conrad for $29 per share. The minority shareholders of Sterling brought suit against Wilcox, demanding a pro rata share of the amount Wilcox received in excess of the market price. a. What are the arguments to support the minority shareholders’ claim for a pro rata share of the amount Wilcox received in excess of the market price? b. What are the arguments to reject the minority shareholders’ claim for a pro rata share of the amount Wilcox received in excess of the market price? c. Which side should prevail?
Wilcox, chief executive officer and chairman of the board of directors, owned 60 percent of the shares of Sterling Corporation. When the market price of Sterling’s shares was $22 per share, Wilcox sold all of his shares in Sterling to Conrad for $29 per share. The minority shareholders of Sterling brought suit against Wilcox, demanding a pro rata share of the amount Wilcox received in excess of the market price.
a. What are the arguments to support the minority shareholders’ claim for a pro rata share of the amount Wilcox received in excess of the market price? b. What are the arguments to reject the minority shareholders’ claim for a pro rata share of the amount Wilcox received in excess of the market price? c. Which side should prevail?
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