Justia Business Law Opinion Summaries

This dispute arose out of the franchise relationship between Ford Motor Company and Darling’s, an automobile dealer. In Ford I, the Maine Motor Vehicle Franchise Board entered an award of damages against Ford, concluding that Ford violated the Business Practices Between Motor Vehicle Manufacturers, Distributors, and Dealers Act (Dealers Act) by failing to provide Darling’s with proper notice of a franchise modification. The Business and Consumer Docket (BCD) affirmed the Board’s damages award. The Supreme Court affirmed most aspects of the judgment but held that the Board lacked jurisdiction to award damages for violations of the Dealers Act. On remand, after a jury trial, the BCD awarded Darling’s damages of $154,695 based on Ford’s violation of the statutory notice provision. The Supreme Court affirmed the judgment in part and vacated it part, holding (1) the court did not err by reducing Darling’s damages by the amounts it received under an incentive program; but (2) the court erred as a matter of law by limiting Darling’s recovery to a 270-day period. Remanded to the BCD for a new trial on the issue of damages. On remand, Ford is entitled to an offset of any damages awarded to Darling’s based on payments that Darling’s received pursuant to the incentive program. View "Ford Motor Co. v. Darling's" on Justia Law

The shareholders of Sheepscot Island Company approved a plan to convert a for-profit corporation into a nonprofit corporation. Some dissenting shareholders (Plaintiffs) filed a complaint seeking declaratory and injunctive relief. In the complaint, Plaintiffs alleged that the nonprofit conversion plan should be invalidated because it failed to reclassify all shares of the corporation equally. The trial court dismissed the complaint with prejudice for failure to state a claim. Plaintiffs appealed, arguing that the trial court incorrectly applied the law governing corporations and nonprofit corporations. The Supreme Judicial Court affirmed, holding that no law prohibits a business corporation’s nonprofit conversion plan from reclassifying the corporation’s shares into membership classes with disparate rights. View "Andrews v. Sheepscot Island Co." on Justia Law