CRANE CO. V. ANACONDA CO.
346 N.E.2d 507 (1976)
NATURE OF THE CASE: This was a dispute over access to shareholder records. Anaconda (D) sought review of the decision that reversed the trial court and found in favor of Crane (P), purchaser, in P's action against the company for violating the Business Corporation Law in not allowing inspection of its stockholder list.
FACTS: Crane (P) wanted to take over Anaconda (D) and offered to exchange up to $100 million in subordinated debentures for as many as 5 million shares of D common stock. D's management vigorously opposed the plan. P filed its mandatory registration statement with the SEC and the next day requested a copy of D's list of shareholders. D refused as P did not own any of D stock. But in less than 30 days over 2,350,000 shares of D were in P's hands. P then made a formal written request for inspection of the shareholder records. It was denied but D offered to put the information that P wanted to convey in the mail at P's expense. P sued D. D prevailed the appeals court reversed. This appeal resulted.
ISSUE:
RULE OF LAW:
HOLDING AND
DECISION:
LEGAL ANALYSIS:
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