Green Brothers shareholder sues fellow shareholders

Kelly Holleran May 27, 2009, 9:21am

Earnest Frank Green, a shareholder and representative for Green Brothers Investment Company, has filed a suit against Howard Green and Christine Green, alleging they are cheating him and the company out of money.

Earnest Frank Green, Howard Green and Christine Green are all shareholders of Green Brothers Investment Company, which owns and rents real estate, according to the complaint filed May 20 in Madison County Circuit Court.

Included in the corporation's assets is real estate located at 1511 Pontoon Road in Granite City named Hooch and Sixteens Bar, the suit states.

The fair market value of the real estate is estimated to be an annual sum of $27,000, but Earnest Frank Green claims he recently discovered that Howard Green and Christine Green were leasing it for $9,700 per year.

"Upon information and belief, the Defendants have an ownership interest in Hooch and Sixteens Bar," the suit states. "The Defendants have breached their duty of loyalty and fiduciary duty to the Corporation by misappropriating corporate assets and self dealing for leasing the Corporations real estate to Hooch and Sixteens Bar for less than fair market value."

Prior to only three shareholders owning Green Brothers, a fourth shareholder named Mary Ann Green owned 25 percent of the corporation, according to the complaint.

On Dec. 29, 1993, the shareholders executed a shareholder agreement, the complaint says.

Later, Howard Green and Christine Green purported to purchase the 25 percent interest in the corporation Mary Ann Green owned, although that was not part of the shareholder agreement, the suit states.
Now, Earnest Frank Green says it would be best for the corporation if he was the sole owner.

"It is in the best interest of the corporation that Defendants be removed as directors of the Corporation instanter, pursuant to Section 8.35 of the Business Corporation Act of the State of Illinois, and that the corporation be authorized to continue business with the Plaintiff as the sole director," the suit states.

In the three-count suit, Earnest Frank Green is seeking an amount equal to the difference between fair market value and actual rental of the real estate, an amount equal to all salary and benefits paid to the defendants from the corporation while they were breaching their duty to the corporation, unspecified punitive damages, plus attorney's fees, pre-judgment interest and other relief to which he is entitled.

He is also asking to be declared a 33 percent owner of the corporation if he is not declared to be sole director.

He is represented by Kevin J. Stine of Mathis, Marifian, Richter and Grandy in Belleville.

Madison County Circuit Court case number: 09-L-516.

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