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Keywords

plaintifftrialaffidavitsummary judgmentburden of proofcorporationdeclaratory judgment

plaintiffdefendantappealtrialaffidavitpleasummary judgmentburden of proofcorporation

Related Cases

Ginter v. Palmer and Co., 196 Colo. 203, 585 P.2d 583

Facts

Carl M. Ginter, Jr. brought an action against Palmer and Company seeking a declaratory judgment regarding the rights to certain shares of stock after the death of stockholder Dolorosa Ginter, who bequeathed two-thirds of her stock to him. The corporation claimed the book value of the stock was $1.91 per share and sought to purchase it based on this valuation. Ginter contested this valuation, alleging it was arbitrarily low and did not reflect the true value of the stock, which he believed exceeded $20.00 per share.

The defendant corporation decided to exercise its option and determined that the book value of the stock was $1.91 per share. The plaintiff refused to convey the stock to the corporation and initiated this action.

Issue

Did the District Court err in granting summary judgment to the corporation when genuine issues of material fact regarding the true book value of the stock existed?

Rule

Summary judgment is only appropriate when there is no genuine issue of material fact, and the burden of proof lies with the moving party to demonstrate the absence of such issues.

Summary judgment, however, is a drastic remedy which denies litigants their right to trial and is never warranted except on a clear showing that there is no genuine issue as to any material fact.

Analysis

The Supreme Court found that the affidavits submitted by the corporation did not sufficiently prove that there were no genuine issues of material fact regarding the book value of the stock. The court noted that the corporation's affidavit merely restated its position without providing concrete evidence to support its claim. As a result, the court concluded that the case should proceed to trial to resolve these factual disputes.

Close examination of the issues raised by the pleadings and the 'facts' sworn to in the affidavit causes us to conclude that the defendant corporation failed to meet its burden of proof. The statements in the affidavit in this case are insufficient to prove or disprove the allegations in the complaint or answer, or are merely self-serving conclusions of the ultimate facts.

Conclusion

The Supreme Court reversed the District Court's summary judgment and remanded the case for trial on the merits, emphasizing the need to resolve the genuine issues of material fact.

Accordingly, the judgment is reversed, and the cause is returned to the court of appeals with directions to remand to the district court for trial on the merits.

Who won?

The plaintiff, Carl M. Ginter, Jr., prevailed as the Supreme Court reversed the summary judgment in favor of the corporation, allowing the case to proceed to trial.

The Supreme Court, Erickson, J., held that in action brought by recipient by bequest of two-thirds of deceased stockholder's stock or proceeds of such stock if corporation executed its option, provided in articles of incorporation, to purchase stockholder's stock upon his death based on book value of stock as of date of stockholder's death, genuine issues of material fact relating to determination of true book value remained after filing by corporation of affidavit indicating that book value was $1.91 per share, precluding summary judgment.

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