CUKER v. MIKALAUSKAS


547 Pa. 600 (1997)

692 A.2d 1042

Albert CUKER and Sabina Cuker, and Stanley Katzman and Sidney J. Silver, Trustees for the Irrevocable Trust for the Descendants of Howard and Pearl Katzman, derivatively, on behalf of PECO Energy Company, Respondents, v. Albert G. MIKALAUSKAS, Joseph F. Paquette, Jr., Corbin A. McNeill, Jr., John H. Austin, Jr., James L. Everett, Richard G. Gilmore, Kenneth G. Lawrence, Morton W. Rimmerman, Thomas P. Hill, Jr., Raymond F. Holman and PECO Energy Company, Petitioners.

Supreme Court of Pennsylvania.

Decided April 21, 1997.

Reargument Denied June 18, 1997.


Attorney(s) appearing for the Case

Alan J. Davis, Carl G. Roberts, Martin C. Bryre, Jr., for Petitioners.

Brady L. Green, Amicus for Pa. Chamber of Bus.

David Berger, Donald B. Lewis, Jay S. Cohen, Stanley R. Wolfe, for Albert & Sabina Cuker.

Before FLAHERTY, C.J., and ZAPPALA, CAPPY, CASTILLE, NIGRO and NEWMAN, JJ.


OPINION OF THE COURT

FLAHERTY, Chief Justice.

PECO Energy Company filed a motion for summary judgment seeking termination of minority shareholder derivative actions. When the motion was denied by the court of common pleas, PECO sought extraordinary relief in this court pursuant to Pa.R.A.P. 3309. We granted the petition, limited to the issue of "whether the `business judgment rule' permits the board of directors of a Pennsylvania corporation to terminate...

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