Durham v. Univ. of Miss.
| Docket Number: | 2006-CA-01388-COA | |
| Court of Appeals: |
Opinion Link Opinion Date: 10-02-2007 Opinion Author: ISHEE, J. Holding: Affirmed |
|
| Additional Case Information: |
Topic: Contract - Standing of shareholder Judge(s) Concurring: KING, C.J., LEE AND MYERS, P.JJ., IRVING, CHANDLER, GRIFFIS, BARNES, ROBERTS AND CARLTON, JJ. Procedural History: Dismissal Nature of the Case: CIVIL - CONTRACT |
|
| Trial Court: |
Date of Trial Judgment: 07-31-2006 Appealed from: Harrison County Circuit Court Judge: Jerry O. Terry, Sr. Disposition: COMPLAINT DISMISSED FOR LACK OF STANDING Case Number: A2401-2002-0610 |
|
| Party Name: | Attorney Name: | |||
| Appellant: | WILLIAM H. DURHAM |
L. BRELAND HILBURN
WALTER JEROME BLESSEY
CARROLL LOUIS CLIFFORD |
||
| Appellee: | UNIVERSITY OF MISSISSIPPI | CAMILLE HENICK EVANS PETER H. BARRETT ROBERT C. GALLOWAY |
|
|
Synopsis provided by:  If you are interested in subscribing to the weekly synopses of all Mississippi Supreme Court and Court of Appeals hand downs please contact Tammy Upton in the MLI Press office. |
|
| Topic: | Contract - Standing of shareholder |
| Summary of the Facts: | William Durham filed his original complaint against Mississippi Space Commerce Initiative and Allan Falconer for damages that he suffered personally from an alleged breach of a commercial lease agreement purportedly entered into by MSCI and Gulfport Shopping Center, Inc. Durham later filed an amended complaint naming the University of Mississippi as a defendant in the place of MSCI. The University filed a motion to dismiss, or in the alternative, a motion for summary judgment. The court granted the dismissal, and Durham appeals. |
| Summary of Opinion Analysis: | The trial court agreed with the University of Mississippi that Durham did not have standing to proceed with his claim against them. Durham argues that his action was for personal damages, not damages suffered by the corporation, and therefore, he should be allowed to pursue his claim. It is a well settled Mississippi law that a corporation is a separate, distinct entity from its stockholders. An action to redress injuries to a corporation, whether in contract or in tort, cannot be maintained by a stockholder in his own name, but must be brought by the corporation because the action belongs to the corporation and not the individual stockholder whose rights are merely derivative. Therefore, Durham, as an individual shareholder of Gulfport Shopping Center, Inc., does not have standing to pursue his claim for damages from an alleged breach of the commercial lease. Although Durham argues that his claim was brought to redress injuries personally incurred by him, not damages the corporation incurred, Durham’s payments of the mortgage, as a shareholder in Gulfport Shopping Center, Inc., were additional investments in the corporation. Durham also argues that he has standing to bring his claim as third-party beneficiary of the alleged lease agreement between Gulfport Shopping Center, Inc. and MSCI. Because Durham did not present his third-party beneficiary claim before the circuit court, it is not proper for the Court to review the alleged error. |
Home | Terms of Use | About the JDP | Feedback | Using JDP | MC Law Library | Mississippi Supreme Court
