Book Opener

In each case that follows, you be the judge.25. Internal RemediesSeveral shareholder derivative suits were brought by shareholders against the directors andofficers of Public Service Company of New Hampshire to halt construction of a nuclear powerplant. Robert Markewich wrote several letters of complaint to the board. Denied a personalappearance, Markewich sent the board another letter indicating his intent to sue. The board toldMarkewich that they would discuss the matter at an upcoming meeting. Markewich did not waitfor the results of that meeting, but filed suit. Did Markewich’s letters constitute sufficient demandon the directors so that he had exhausted internal remedies? Why or why not?Seidel v. Public Service Company of New Hampshire, 616 F. Supp. 1342 (NH).26. Duty of LoyaltyNorman Reisig, a shareholder in Normat Industries, Inc., became suspicious when companypresident Matthew Carter indicated continuing construction delays on a major condominiumproject. He discovered that the company owed more than $25,000 in construction fees, despitea recent loan of $200,000. Further investigation revealed that Carter had used the $200,000to pay personal expenses. Reisig brought suit, claiming that Carter had breached his duty ofloyalty to the company. Is Reisig correct? Why or why not?Normat Industries, Inc. v. Carter, 477 So.2d 783 (LA).Who’s Who?Boards of directors of major corporations areusually business and education executives withmany years of experience. They often represent avariety of businesses such as banking, publishing,legal, retail, and manufacturing.ConnectUsing a variety of search engines, complete thefollowing tasks:27. Research a major corporation.28. Find out the names, titles, and occupations ofthe board of directors.29. Prepare a chart, spreadsheet, or other visualexplaining your findings.30. Predict What do you think might happen ifthe board of directors began to dictate theday-to-day operations of the business?31. Connect Do you own any stock? If not,do you think you will one day? Why orwhy not?32. Question Why do you think the courtsgive a liberal interpretation to the duty ofdue care?33. Respond Do you think there is atemptation for directors to take a lucrativebusiness opportunity for themselves?Explain your answer.Chapter 29: Operating a Corporation 643