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GOLDBERG v. MERIDOR

No. 76 Civ. 555.

426 F.Supp. 1059 (1977)

David GOLDBERG, suing derivatively in the right and for the benefit of Universal Gas & Oil Company, Inc., Plaintiff, v. Yaacov MERIDOR et al., Defendants. and Universal Gas & Oil Company, Inc., Nominal Defendant.

United States District Court, S. D. New York.

February 10, 1977.

Attorney(s) appearing for the Case

Turchin & Topper, New York City, for plaintiff.

Marshall, Bratter, Greene, Allison & Tucker, New York City, for defendants Maritime Fruit Carriers Company Limited, Maritimecor, S.A., David Meridor, Shlomo Erell, Gideon Ben Aaron, Haim Rafaeli and Jacob Sutton.

Wender, Murase & White, New York City, for nominal defendant Universal Gas and Oil Co., Inc.

Singer, Hutner, Levine & Seeman, New York City, for defendant Henry A. Singer.

Mudge, Rose, Guthrie & Alexander, New York City, for defendants Ara A. Cambere and Hornblower & Weeks, Hemphill Noyes, Inc.

Willkie, Farr & Gallagher, New York City, for defendants Yaacov Meridor and Mila Brenner.

Coudert Brothers, New York City, for defendant H. Struve Hensel.

Townley, Updike, Carter & Rodgers, New York City, for defendant Martin Siem.

Howrey & Simon, Washington, D. C., for defendant Martin Siem.

Paul, Weiss, Rifkind, Wharton & Garrison, New York City, for defendant H. L. Federation.

LASKER, District Judge.

David Goldberg sues derivatively on behalf of Universal Gas & Oil Co., Inc. (UGO), charging UGO's officers and directors and its two parent corporations with corporate mismanagement and breach of fiduciary duty. Specifically, Goldberg challenges a transaction between UGO and Maritimecor, S.A., whereby UGO issued 4,200,000 shares of its stock to Maritimecor in return for all of the latter's assets and liabilities. Prior to the transaction...

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