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The issue was whether plaintiff, which had presented a letter of intent to purchase the a non-party bottling company, had a valid and enforceable agreement. The Court found that the letter of intent was an agreement to agree at a future date which was subject to a future, more complete acquisition agreement, and it therefore…

The case considered post-trial motions, after plaintiff did not prevail on its claims for defamation and unfair and deceptive practices. The court awarded costs for expert witness fees, pursuant to its discretionary authority under under N.C.G.S. §6-20. The Court also awarded attorneys’ fees pursuant to N.C.G.S. §75-16.1, which permits an award of attorneys’ fees when…

The defendant told its insureds that that could not have the plaintiff body shop repair their vehicles. The plaintiff sued for defamation.

The Court granted summary judgment on plaintiff’s claims of libel per se. The corporate plaintiff was unable to show that any potential customers regarded the claim as being defamatory on its face. The…

This is a significant Business Court opinion on unfair competition. The defendants were a competitor of the plaintiff, and former employees of the plaintiff who had left to join the defendant. The first issue addressed by the Court was whether the former employees owed a fiduciary duty to their former employer. The Court found there…

The plaintiffs moved, before class certification, to withdraw their allegations seeking class certification. The Business Court ruled that where a complaint is filed containing class action allegations and claims, those class claims may not be withdrawn, whether by voluntary dismissal, amendment to the complaint or simple failure to pursue class certification without court approval under…

The plaintiffs in this case sought the dissolution of a closely held corporation pursuant to N.C.G.S. §55-14-30(2)(ii) on the ground that the business of the corporation was being conducted to the unfair advantage of the majority shareholder. The Court found that dissolution was appropriate because the reasonable expectations of the majority shareholders were not being…

The Court, faced with significant litigation over the proposed merger of two major banks and the validity of deal protection provisions in the approved merger agreement, engaged in a thorough discussion of the underpinnings and evolution of the business judgment rule as well as the development of Delaware law in the area of corporate change…

Plaintiff was not entitled to proceed on its derivative action seeking to enjoin a merger because it had not waited for the 90 day period required by N.C.G.S. §55-7-42. Plaintiff failed to sufficiently plead irreparable harm, which might have excused it from waiting the 90 day period.

It was not irreparable harm that the company’s…