Grapefields Inc. v. Kosby.
| Decision Date | 16 May 2011 |
| Docket Number | No. A11A0417.,A11A0417. |
| Citation | 710 S.E.2d 816,309 Ga.App. 588 |
| Parties | GRAPEFIELDS, INC.v.KOSBY. |
| Court | Georgia Court of Appeals |
OPINION TEXT STARTS HERE
John Douglas Stone, Norcross, for appellant.Freisem, Macon, Swann & Malone, C. Cyrus Malone III, Atlanta, for appellee.ANDREWS, Judge.
As a stockholder of Grapefields, Inc., the Lee S. Kosby Trust (acting by Lee S. Kosby, Trustee) asserted its right under OCGA § 14–2–1602 to inspect and copy Grapefields' corporate records. After Grapefields failed to respond, Kosby applied pursuant to OCGA § 14–2–1604 to the superior court for an order permitting inspection and copying of the records and imposition of attorney fees. The superior court ordered inspection and copying of the demanded records, and awarded attorney fees against Grapefields pursuant to OCGA § 14–2–1604(c) in the amount of $25,220.00. Grapefields appeals from the award of attorney fees. For the following reasons, we affirm.
Under OCGA § 14–2–1604(a) and (b), if a corporation improperly refuses a shareholder's demand under OCGA § 14–2–1602 to inspect and copy corporate records, the superior court, upon application by the shareholder, may order the corporation to permit inspection and copying of the demanded records. Barnett v. Fullard, 306 Ga.App. 148, 150, 701 S.E.2d 608 (2010). Under OCGA § 14–2–1604(c),
[i]f the court orders inspection and copying of the records demanded, it shall also order the corporation to pay the shareholder's costs (including reasonable attorneys' fees) incurred to obtain the order unless the corporation proves that it refused inspection in good faith because it had a reasonable basis for doubt about the right of the shareholder to inspect the records demanded.
After ordering Grapefields to permit inspection and copying of the demanded records, the superior court held a hearing to consider the award of attorney fees pursuant to OCGA § 14–2–1604(c), and entered an order awarding Kosby $25,220 as reasonable attorneys' fees pursuant to OCGA § 14–2–1604(c). In the order awarding attorney fees, the superior court considered an affidavit filed by Kosby's attorney prior to the hearing stating the attorney fees expended to obtain the inspection order and a written response to the affidavit filed by Grapefields. Although the court noted in the order that a hearing was held on the attorney fees issue, other than the affidavit and the response, the court did not refer to any evidence presented at the hearing. The transcript of the hearing was omitted by Grapefields from the appellate record. Even if no evidence was presented at the hearing, we assume on this record that Grapefields was given the opportunity for an evidentiary hearing to confront and challenge the value and need for the asserted attorney fees, but waived the right. See Tavakolian v. Agio Corp., 304 Ga.App. 660, 663–664, 697 S.E.2d 233 (2010); compare Motor...
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Kennison v. Mayfield
...S.E.2d 566 (1987) (the standard of review for a mandatory attorney fee award "is the ‘any evidence’ rule"); Grapefields, Inc. v. Kosby , 309 Ga. App. 588, 589, 710 S.E.2d 816 (2011) ("Because OCGA § 14-2-1604 (c) provides in mandatory language that the court ‘shall’ award attorney fees ...,......
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Bridges v. Collins-Hooten, A16A1029
...fees, the award of attorney fees will be affirmed on appeal if there is any evidence to support it. See Grapefields, Inc. v. Kosby , 309 Ga.App. 588, 589, 710 S.E.2d 816 (2011). As explained in Division 2, under Georgia law, a tax commissioner is authorized to file an interpleader action fo......
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Advanced Automation, Inc. v. Fitzgerald., A11A1513.
...J., concur. 1. Parker v. Clary Lakes Recreation Assn., 243 Ga.App. 681, 683, 534 S.E.2d 154 (2000). Cf. Grapefields, Inc. v. Kosby, 309 Ga.App. 588, 589, 710 S.E.2d 816 (2011). 2. AAI contends that its principal office is in DeKalb County, but Fitzgerald filed in Fulton due to Moore's resid......
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2011 Georgia Corporation and Business Organization Case Law Developments
...by the same shareholder against the same corporation in a court where its registered office is located. In Grapefields, Inc. v. Kosby, 309 Ga. App. 588, 710 S.E.2d 816 (2011), the Court held that the award of attorney's fees in an inspection rights proceeding is subject to the "any evidence......