Managers and the Legal Environment 7th Edition by David Madsen, Constance Bagley

تمرين 8

Harold Tod Parrot was employed as vice president of sales by Capital Corporation, a privately held investment adviser. Parrot purchased 40,500 shares of Capital stock, pursuant to a stock-purchase agreement that provided that upon termination of Parrot's employment, the company would repurchase his shares at fair market value. The fair market value was to be determined by the accounting firm Coopers Lybrand, which had been retained by Capital Corporation for that purpose. Several years after the stock purchase, Parrot was terminated. He then sought to sell his shares back to Capital Corporation at fair market value. Parrot objected to the price of the shares established by Coopers Lybrand in the company's most recent biannual report and sued both Capital Corporation and Coopers Lybrand. His complaint against Coopers Lybrand alleged professional negligence and negligent misrepresentation. He argued that the accountants had changed the valuation methodology, at Capital's request, in order to reduce the price of the shares and, as a result, Parrot was induced to accept a lesser value for his stock. Does Parrot's suit against Coopers Lybrand have merit? [Parrot v. Coopers Lybrand, LLP, 702 N.Y.S.2d 40 (2000), aff ' d, 95 N.Y.2d 479 (2000).]