PHIPPS, Judge.
The Superior Court of Dawson County was called upon to determine whether Robert Ohlwiler and his wife, Anita, ("the Ohlwilers") could sell their shares of stock in Hidden Valley Resorts, Inc. to nonshareholders, without first offering them to other shareholders. Steven Foster and Donald Landry, shareholders of the corporation, claimed that a document entitled "corporate resolution" established that the Ohlwilers' shares were so restricted. While the...
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