FEDERAL JUDGE RULES AGAINST JP IN PROXY FRAUD CASE
FEDERAL JUDGE RULES AGAINST JP IN PROXY FRAUD CASE GREENSBORO, N.C., April 1 /PRNewswire/ -- Chief Judge Richard C.
Erwin of the U.S. District Court for the Middle District of North Carolina has ruled against Jefferson-Pilot Corp. (NYSE: JP) in the proxy fraud case brought by Louise Price Parsons against JP and its officers and directors.
In granting partial summary judgment in favor of Parsons, the court determined that the 1990 Jefferson-Pilot Corp. proxy statement was materially false and misleading in failing to tell the shareholders the truth about millions of dollars worth of stock to be granted to certain JP officers and directors under an amendment to the JP stock option plan. The court ruled that the defendants could not vote the stock and ordered them not to sell or transfer the stock. Included under the order are 100,000 shares -- currently worth more $5 million -- received by JP chief executive Roger Soles. Parsons said she was distressed that Jefferson-Pilot has announced it would appeal the ruling and thus cause harm to shareholders by wasting additional company funds on legal expenses. The decision yesterday was the second legal victory for Parsons in her dispute with JP's management. Last year, a Superior Court judge ruled in a suit brought by Parsons that JP management was required to turn over certain company records. Jefferson-Pilot is appealing the decision in an attempt to keep some of the information secret. Although the state court ordered JP to permit Parsons to inspect certain company records as she is legally entitled, JP management has continued to use corporate funds for expensive legal tactics and appeals. As a result, Parsons believes that JP is trying to hide something from the shareholders. Commenting on yesterday's decision, Parsons said: "I am enormously pleased. The current JP board literally gave away thousands of shares of stock worth millions of dollars to a select few officers without the shareholders' knowledge." Parsons said the ruling would have broad implications for Jefferson- Pilot shareholders in particular. "My fellow shareholders and I have before us now JP's proxy, and I am shocked that we have been asked by the board to ratify proxy fraud. Now that the truth is out, I expect JP shareholders will reject this attempt to gain shareholder approval for an illegal action," she said. The Jefferson-Pilot Shareholders Committee, which Parsons co-chairs, has announced its intention to solicit proxies from JP shareholders in support of its previously announced slate of seven director nominees. The group said today that its proxy material will be mailed later this week. "Above all this legal victory makes it abundantly clear how important it is for all JP shareholders to protect their interests by voting for the director slate we have put forward," said Parsons. -0- 4/1/92 /CONTACT: Peter Rosenthal or David Sternstein of Howard J. Rubenstein Associates, Inc., 212-489-6900, or Buck Lawrence of Lawrimore Communications, Inc., 704-525-4775, for the shareholder's committee/ (JP) CO: Jefferson-Pilot Corp. ST: North Carolina IN: INS SU:
TQ-KW -- NY094 -- 4072 04/01/92 16:58 EST
|Printer friendly Cite/link Email Feedback|
|Date:||Apr 1, 1992|
|Previous Article:||GULFSTREAM AEROSPACE WITHDRAWS INITIAL PUBLIC OFFERING|
|Next Article:||PAINEWEBBER ADDS GOODYEAR TIRE & RUBBER AND SUPERIOR INDUSTRIES TO ITS FOCUS LIST|