Waggoner v. Laster’s Empirical Analysis
1990
Citation profile
4 federal appellate · 5 district · 36 state decisions
How this case has been cited
Cited by 53 later decisions — most recently April 2021 · most notably Cede & Co. v. Technicolor, Inc. (1994), Kaiser Aluminum Corp. v. Matheson (1996)
4 federal appellate · 5 district · 36 state decisions
Later decisions citing this case, by decade. The current decade is in progress, and our corpus holds fewer opinions from the most recent years, so the latest bars are undercounted — not a real decline.
Relationships
Relies on Levitt v. Bouvier · Cavalier Oil Corp. v. Harnett · Gilbert v. El Paso Co. · Penington v. Commonwealth Hotel Construction Corp. · 16 Del. Ch. 289 - Gaskill v. Gladys Belle Oil Co.
Most-quoted passages
The sentences later courts lift from this opinion, ranked by how many decisions quote each — the parts of the opinion doing the work. These counts are smaller than the citation total above because most of the 53 citing decisions cite the case generally; a passage count includes only decisions quoting that exact language verbatim.
“A certificate of incorporation is viewed as a contract among shareholders . . . .”
2 later decisions quote this exact passage“[TJhat a convertible preferred stock be issued to Mr. Waggoner to enable him to have voting control as long as all of his guarantees are in effect. The guarantees would consist of all of the approximately $3.5 million of debt of STAAR and Frigitronics to BONY, the $1.8 mil lion IPPI guaranty and the $1.1 million owed to Maurry Brothers.... If all of the personal guarantees and stock pledges are removed within the next 30 days, or there is a binding agreement to such effect, Waggoner would not receive any compensation. If all guarantees were not removed within 80 days, Wag-goner would receive 2 million shares of Common Stock as compensation for the personal risk assumed. During the period of time that certain of the Company’s stockholders were trying to remove Tom Waggoner from the Company’s debt they will have to agree in writing not to take any action detrimental to the Company or to Tom Waggoner.”
1 later decision quote this exact passage“(a) Every corporation may issue 1 or more classes of stock or 1 or more series of stock within any class thereof, any or all of which classes may be of stock with par value or stock without par value and which classes or series may have such voting powers, full or limited, or no voting powers, and such designations, preferences and relative, participating, optional or other special rights, and qualifications, limitations or restrictions thereof, as shall be stated and expressed in the certificate of incorporation or of any amendment thereto, or in the resolution or resolutions providing for the issue of such stock adopted by the board of directors pursuant to authority expressly vested in it by the provisions of its certificate of incorporation.... Id. (emphasis supplied).”
1 later decision quote this exact passage
How this case has been treated — in progress
Whether each later court followed, distinguished, criticized, or overruled this decision. The treatment classification (task #35) runs highest-cited cases first and lights up here as it reaches this one.