The Ramsey Financial Corp. v. Haugland

20050375 The Ramsey Financial Corporation, Plaintiff and Appellee
v.
John C. Haugland, Ruth S. Haugland,
Oscar Dammen and Lenora Dammen, Defendants and Appellants

Appeal from: District Court, Northeast Judicial District, Ramsey County
Judge Thomas J. Schneider
Nature of Action: Corporations
Counsel:
Appellant: James Peter Wang
Appellee: Evan F. Heustis
Appellee: Turman & Lang, Ltd.
Term: 04/2006   Argument: 04/10/2006  1:30pm
ND cite: 2006 ND 167
NW cite: 719 N.W.2d 346

Listen to recording of oral argument in MP3 format

Issues: Appellant's Statement of the Issues:
1. Whether the trial court erred finding that the effective date to the amendment of the Articles of Incorporation was October 21st 2003.
2. Whether the District Court erroneously concluded that the shareholders vote adopting the Amendment to the Articles of Incorporation triggered mandatory application of dissenting shareholders rights and procedures for asserting dissenters rights.
3. Whether the District Court erred as a matter of law as to the fair value of the preferred stock.
4. Whether the District Court erred in concluding there was no remedy other than obtaining the fair value of their shares available to Haugland and Dammen.

Appellee's Statement of the Issues:
Issue No. 1: The Dissenting Shareholders failed to raise any factual issues which would preclude summary judgment.
Issue No. 2: North Dakota law has always permitted a corporation to acquire its own stock.
Issue No. 3: Ramsey followed proper procedures in its redemption of preferred shares.

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Docket entries:
111/04/2005 NOTICE OF APPEAL: 11/03/2005
211/16/2005 Notice of Appearance of Joseph A. Turman as Co-counsel for Plaintiff/Appellee
312/05/2005 RECORD ON APPEAL (2 vols.)
412/12/2005 MOT. EXT/TIME APPELLANT BRIEF (faxed)
512/12/2005 E-FILED MOTION (MAT)
612/12/2005 ACTION BY CLERK (MAT). Granted: 01/12/2006
712/14/2005 Ltr 12-13-05 fm. Evan Heustis stating he has no response to MAT
801/12/2006 APPELLANT BRIEF
901/12/2006 APPELLANT APPENDIX
1001/12/2006 DISK - ATB (e-mailed)
1101/25/2006 APPELLANT APPENDIX
1202/10/2006 MOTION for Dismissal of Appeal & Brief in Support, Affidavit of Service by Mail
1302/10/2006 ACTION BY CHIEF JUSTICE (MOT/Dismissal). Denied
1402/10/2006 Order Mailed to Parties
1502/10/2006 MOT. EXT/TIME APPELLEE BRIEF (e-filed)
1602/10/2006 E-FILED MOTION (MAE)
1702/10/2006 ACTION BY CLERK (MAE). Granted: 03/01/2006
1802/21/2006 APPELLEE'S NOTICE OF MOOTNESS PURSUANT TO RULE 42(C) N.D.R.APP.P. W/ ATTACHED EXHIBITS. RspDue: 03/03/2006
1903/01/2006 APPELLEE BRIEF (e-filed)
2003/01/2006 E-FILED BRIEF (AEB)
2103/01/2006 APPELLEE APPENDIX (e-filed)
2203/01/2006 E-FILED APPENDIX (AEA)
2303/02/2006 Payment of $25 surcharge for filing electronic aeb (Receipt # 16777)
2403/03/2006 Appellants' Response to Notice of Mootness
2503/08/2006 ANNOUNCED DISQUALIFICATION: Maring, Mary Muehlen
2603/08/2006 NO ACTION TAKEN (Appellee's Notice of Mootness Pursuant to Rule 42(C)--to be considered w/merits)
2703/09/2006 Copies of AEB received from Central Duplicating
2803/09/2006 Copies of AEA received from Central Duplicating
2903/09/2006 Appellee's Affidavits in Reply to Appellants' Assertions Contained in Response to Claim of Mootness
3003/13/2006 ANNOUNCED DISQUALIFICATION: Crothers, Daniel John
3103/24/2006 SITTING WITH THE COURT: Graff, Benny A.
3203/24/2006 SITTING WITH THE COURT: Webb, Wade L.
3304/10/2006 APPEARANCES: James P. Wang, John C. Haugland; Joseph A. Turman
3404/10/2006 ARGUED: Wang; Turman
3504/10/2006 ORAL ARGUMENT WEBCAST
3607/26/2006 DISPOSITION: AFFIRMED/PT, DISMISSED/PT
3707/26/2006 UNANIMOUS OPINION: Kapsner, Carol Ronning
3807/26/2006 Costs on appeal taxed in favor of Appellee
3907/26/2006 Judgment Mailed to Parties
4007/27/2006 Corrected Opinion Page
4108/08/2006 PETITION FOR REHEARING (scanned)
4208/09/2006 DISK NONCOMPLIANCE (Certificate attached to PER)
4308/23/2006 Copies of Table of Contents, Table of Authorities & Cert. of Service for PER received
4408/24/2006 ACTION BY SUPREME COURT (Pet/Rehearing). Denied
4509/08/2006 MANDATE
4609/13/2006 RECEIPT SIGNED BY DISTRICT COURT CLERK'S OFFICE

Generated from Supreme Court Docket on 12/19/2014