Posts tagged "1214816"

O’Donnell, et al. v. O’Donnell, et al. (Lawyers Weekly No. 12-148-16)

COMMONWEALTH OF MASSACHUSETTS SUFFOLK, ss. SUPERIOR COURT CIVIL ACTION No. 1684-CV-0897 BLS 1 J. JOSEPH O’DONNELL, PATRICK A. O’DONNELL, BRIAN M. O’DONNELL and DANIEL O’DONNELL vs. MARYELLEN O’DONNELL, JOSEPH F. RYAN and PARKLAKE REALTY CORP. MEMORANDUM AND ORDER ON DEFENDANTS’ MOTION FOR PARTIAL SUMMARY JUDGMENT This is a dispute among members of the family of James J. O’Donnell III (“JJO”) who died on May 4, 2011. Plaintiffs are children of JJO and his first wife (deceased). Defendants are JJO’s second wife, Maryellen, and the long time lawyer, Joseph F. Ryan, for JJO and the real estate company that constitutes the major asset left by JJO. In addition, the real estate company, Parklake Realty Corp., is named as a nominal defendant for plaintiffs’ derivative claims of corporate waste and mismanagement, including the failure to pay dividends. The present motion does not challenge the claims by plaintiffs as shareholders of Parklake, brought both as direct and derivative claims, alleging breach of fiduciary duty and corporate waste and mismanagement. Instead, this motion for partial summary judgment seeks to dismiss claims alleging breach of fiduciary duty in connection with purchases of shares in Parklake by an insurance trust and by the company from the estate of JJO. Specifically, the motion requests the dismissal of Count III of the Verified Amended Complaint (“complaint”) alleging breach of fiduciary duty by Ryan as 1 trustee of the insurance trust. In addition, however, the motion requests that the court eliminate from the other counts of the complaint any allegations by plaintiffs for breach of fiduciary duty arising from transactions in the insurance trust and the estate of JJO. Defendants contend that such allegations are barred by plaintiffs’ previous consents or by operation of law. The complaint alleges that Maryellen and Ryan in their fiduciary capacities as directors and, in Maryellen’s case, controlling shareholder, of Parklake caused Parklake to consent to the purchase of a number of shares from the JJO estate in a manner that allegedly benefitted Maryellen to the detriment of plaintiffs. Because the sale by the estate was accomplished as part of a plan to provide cash to the estate to pay estate taxes, and those transactions were approved by the Probate and Family Court, defendants argue that plaintiffs are barred in this action from challenging the transactions. Accordingly, defendants want all allegations in the complaint concerning purchases of shares in Parklake held by the estate, whether by the insurance trust or as a redemption by Parklake, to be stricken or dismissed. BACKGROUND At the time of his death, JJO owned 96.7% of the shares of Parklake. The remaining 3.3% of the shares were owned by his ten children in equal amounts. Parklake owned and operated […]


Posted by Massachusetts Legal Resources - November 11, 2016 at 3:07 am

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