Kortum v. Johnson

20090275 Cynthia Kortum and Cynthia
Kortum Enterprises, LTD., Plaintiffs and Appellants
v.
Steve Johnson, Theresa Johnson,
Tracy Martin, Michelle Radke-Hella
and Independent Family Doctors, LTD., Defendants and Appellees

Appeal from: District Court, East Central Judicial District, Cass County
Judge Steven L. Marquart
Nature of Action: Corporations
Counsel:
Appellant: Craig E. Johnson
Appellee: Sara Kaye Sorenson
Appellee: Brent Craig Johnson
Term: 03/2010   Argument: 03/09/2010  10:45am
ND cite: 2010 ND 153
NW cite: 786 N.W.2d 702

Listen to recording of oral argument in MP3 format

Issues: Appellant's Statement of the Issues:
I.Whether the trial court erred as a matter of fact and law when it found that Kortum's status as a shareholder terminated simultaneously with the termination of her employment.
II.As a shareholder, was Kortum entitled to request a revaluation of the corporate stock?
III.As a shareholder, was Kortum entitled to an accounting for distribution of the corporate profits?
IV.Have the Defendants breached their fiduciary duty owed to Kortum?
V.Whether the Court erroneously allowed the Defendants to tax the costs and disbursement incurred in the first trial in the Amended and Second Amended Judgment entered after remand.


Appellee's Statement of the Issues:
The appellants, Cynthia Kortum and Cynthia Kortum Enterprises, LTD., (collectively referred to as "Kortum") have brought forth a number of issues in this second appeal. Because the first appeal limited the issues for determination on remand, the issues properly before this Court in this appeal are similarly limited by the law of the case. The issues arising upon Kortum's instant appeal are:
1. Does the law of the case prevent Kortum from rearguing whether she is entitled to a revaluation of the corporate stock and lab fees?
2. Does the law of the case preclude Kortum from rearguing the valuation of the corporate stock when the district court entered a judgment valuing the corporate stock consistent with the Supreme Court's decision in the first appeal?
3. Does the law of the case preclude Kortum from rearguing whether she is entitled to the corporation's lab fees on a theory not initially presented to the Supreme Court and because the district court found Kortum was not treated in an unfairly prejudicial manner?
4. Did the district court clearly err in finding the defendant shareholders did not breach their fiduciary duty and did not act in a manner unfairly prejudicial towards a minority shareholder when her employment was terminated because the minority shareholder, a doctor, was frequently unavailable during scheduled on call, drank while on call, failed to attend staff meetings, used foul language within the earshot of patients, failed to complete assigned projects, and took actions that compromised patient care? 5. Did the district court abuse its discretion in taxing costs in favor of the prevailing defendants for costs incurred during the initial trial when the district court relied on testimony during the initial trial to make its findings upon remand?

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Docket entries:
109/23/2009 NOTICE OF APPEAL: 09/21/2009
209/23/2009 ORDER FOR TRANSCRIPT: 09/21/2009
310/22/2009 RECORD ON APPEAL and separates including exhibits & transcripts dated 12-27-05, 3-20 & 21-07.
410/22/2009 Not forwarded with the record were Nos. 40, 98, 116, 123 & 154 (Tapes)
511/07/2009 TRANSCRIPT DATED January 26, 2009 & C.O.S.
611/07/2009 DISK - tra (1-26-09) (e-mailed)
712/17/2009 APPELLANT BRIEF (e-filed)
812/17/2009 E-FILED BRIEF (ATB)
912/17/2009 APPELLANT APPENDIX (e-filed) PDF
1012/17/2009 E-FILED APPENDIX (ATA) PDF
1112/18/2009 Received $25 e-filing surcharge for ATB (Receipt #19276).
1212/23/2009 Received 7 copies of ATB from Central Duplicating
1312/23/2009 Received 6 copies of ATA from Central Duplicating
1401/18/2010 APPELLEE BRIEF (e-filed)
1501/19/2010 E-FILED BRIEF (AEB)
1601/20/2010 Received $25 surcharge for AEB (Receipt #19308)
1701/25/2010 Received 7 copies of AEB from Central Duplicating
1801/31/2010 REPLY BRIEF (e-filed)
1901/31/2010 E-FILED BRIEF (RYB)
2002/04/2010 Received 7 copies of RYB from CSD
2102/16/2010 NOTICE OF ORAL ARGUMENT SENT
2203/09/2010 APPEARANCES: Brent C. Johnson and Craig E. Johnson/Sara K. Sorenson
2303/09/2010 ARGUED:Johnson; Johnson/Sorenson
2403/09/2010 ORAL ARGUMENT WEBCAST
2508/17/2010 DISPOSITION: AFFIRMED
2608/17/2010 UNANIMOUS OPINION: Crothers, Daniel John
2708/17/2010 Costs on appeal taxed in favor of appellee
2808/19/2010 Judgment Sent to Parties
2909/20/2010 MANDATE
3009/24/2010 RECEIPT SIGNED BY DISTRICT COURT CLERK'S OFFICE

Generated from Supreme Court Docket on 12/18/2014