Fort Pierce Corp. v. Ivey, 95-0030
| Decision Date | 20 March 1996 |
| Docket Number | No. 95-0030,95-0030 |
| Citation | 671 So.2d 206 |
| Court | Florida District Court of Appeals |
| Parties | 21 Fla. L. Weekly D724 FORT PIERCE CORPORATION, Appellant, v. C.L. IVEY, etc., et al., Appellees. |
Appeal from the Circuit Court of the Nineteenth Judicial Circuit, St. Lucie County; Thomas G. O'Connell, Judge.
John Beranek of Macfarlane Ausley Ferguson & McMullen, Tallahassee, and Osbourne Walker O'Quinn, Fort Pierce, for appellant.
Richard H. Levenstein of Heimberg, Heimberg, Rader & Levenstein, Boca Raton, for appellees Linda Williams and Gary Lawrence.
Fort Pierce Corporation appeals the final order granting attorney's fees and interest to Linda Williams. We reverse.
Linda Williams filed a multi-count suit against the Fort Pierce Corporation and its officers. The trial court denied most of her claims, but did find that Ms. Williams was entitled to thirty-three percent of the stock in the Fort Pierce Corporation. Following the judgment, Ms. Williams filed a postjudgment motion for attorney's fees pursuant to section 607.07401, Florida Statutes (1993). Ms. Williams believed that she prevailed in a derivative suit and was therefore entitled to fees under section 607.07401. The trial court agreed and awarded her $52,000.
The trial court erred in awarding Ms. Williams fees based on a derivative cause of action. Shareholders' derivative actions are brought under section 607.07401, Florida Statutes. The courts have defined a derivative suit as an action in which a stockholder seeks to enforce a right of action existing in the corporation. Citizens Nat'l Bank of St. Petersburg v. Peters, 175 So.2d 54 (Fla. 2d DCA 1965) (citing James Talcott, Inc. v. McDowell, 148 So.2d 36 (Fla. 3d DCA 1962)). Conversely, a direct action, or as some prefer, an individual action, is defined as a suit by a stockholder to enforce a right of action existing in the stockholder. Id. at 56. What these definitions convey is that stockholders may bring a suit in their own right to redress an injury sustained directly by them individually and which is separate and distinct from that sustained by other stockholders. If, however, the injury is primarily against the corporation, or the stockholders generally, then the cause of action is in the corporation and the individual's right to bring it is derived from the corporation.
In the case at bar, Ms. Williams prevailed on a cause of action that was personal and not derivative. At trial, Ms. Williams produced ...
To continue reading
Request your trial
-
In re Bank United Financial Corp..
...citations omitted). See Fox v. Professional Wrecker Operators of Florida, Inc., 801 So.2d 175 (Fla. 5th DCA 2001); Ft. Pierce Corp. v. Ivey, 671 So.2d 206 (Fla. 4th DCA 1996); Provence v. Palm Beach Taverns, Inc., 676 So.2d 1022 (Fla. 4th DCA 1996). The Alario court held that a corollary of......
-
Salit v. RUDEN, McCLOSKY, SMITH, SCHUSTER
...the wrongdoers or for other reasons, fails and refuses to take appropriate action for its own protection. See Fort Pierce Corp. v. Ivey, 671 So.2d 206, 207 (Fla. 4th DCA 1996); Alario v. Miller, 354 So.2d 925, 926 (Fla. 2d DCA 1978). A direct or individual action is a suit by a stockholder ......
-
Doltz v. Harris & Associates
...of all shareholders. (Mem. Supp. Mot. Summ. J. at 10-12.) In support of their argument, Defendants rely on Fort Pierce Corp. v. Ivey, 671 So.2d 206 (Fla.Dist.Ct.App.1996). In Fort Pierce, the trial court found that the plaintiff was entitled to thirty-three percent of the stock of the defen......
-
Dinuro Invs., LLC v. Camacho
...Peters or one of its progeny. See, e.g., Karten v. Woltin, 23 So.3d 839, 840–41 (Fla. 4th DCA 2009) (quoting Fort Pierce Corp. v. Ivey, 671 So.2d 206, 207 (Fla. 4th DCA 1996)); Ivey, 671 So.2d at 207 (quoting Peters, 175 So.2d at 56); Alario v. Miller, 354 So.2d 925, 926 (Fla. 2d DCA 1978) ......