Brian Hora and Gregg Hora v. Keith…

Summary

The court vacated the court of appeals decision and affirmed dismissal of the derivative claims arising from the management of Hora Farms. It held that Kurt, as an employee and operations manager, owed no fiduciary duties on these facts and that the evidence showed poor recordkeeping rather than intentional corn misappropriation. It also held that Keith's compensation and general oversight of Kurt were protected by the applicable business-judgment principles and did not establish a breach of fiduciary duty. No separate opinions were filed.