Pederson v. Arctic Slope Regional CorporationAnnotate this Case
A corporate shareholder sought a shareholder list to mail proxy solicitations for an annual director election. The corporation required a signed confidentiality agreement in exchange for releasing the list. After obtaining and using the list, the shareholder later declared the agreement unenforceable, and refused to return or destroy the list. The corporation sued, seeking to that the shareholder had breached the confidentiality agreement and that the corporation was not obligated to provide the shareholder access to its confidential information for two years. After the superior court refused to continue trial or issue written rulings on the shareholder’s two pending summary judgment motions, the shareholder declined to participate in the trial. The court proceeded, ruled in favor of the corporation, and denied the shareholder’s subsequent disqualification motion. The shareholder appealed. The Alaska Supreme Court determined the superior court did not err in determining the shareholder had materially breached a valid, enforceable contract and did not err or abuse its discretion in its pretrial decisions or in denying the post-trial disqualification motion. But because the declaratory relief granted by the superior court regarding the shareholder’s statutory right to seek corporate information no longer pertained to a live controversy, the Court vacated it as moot without considering the merits.