Reliance Elec. Co. v. Emerson Elec. Co. - 404 U.S. 418 (1972)
- Syllabus
- Case
U.S. Supreme Court
Reliance Elec. Co. v. Emerson Elec. Co., 404 U.S. 418 (1972)
Reliance Electric Co. v. Emerson Electric Co.
No. 70-79
Argued November 111, 1971
Decided January 11, 1972
404 U.S. 418
Syllabus
Respondent, the owner of more than 10% of Dodge Mfg. Co.'s stock, within six months of the purchase thereof sold enough shares to a broker to reduce its holding to 9.96%, for the purpose of immunizing the disposal of the remainder from liability under § 16(b) of the Securities Exchange Act of 1934. Under that provision, a corporation may recover for itself the profits realized by an owner of more than 10% of its shares from a purchase and sale of its stock within any six-month period, provided the owner held more than 10% "both at the time of purchase and sale."
Held: Under the terms of § 16(b), respondent is not liable to petitioner (Dodge's successor) for profits derived from the sale of the 9.96% to Dodge within six months of purchase. Pp. 422-427.
434 F.2d 918, affirmed.
STEWART, J., delivered the opinion of the Court, in which BURGER, C.J., and MARSHALL and BLACKMUN, JJ., joined. DOUGLAS, J., filed a dissenting opinion, in which BRENNAN and WHITE, JJ., joined, post, p. 404 U. S. 427. POWELL and REHNQUIST, JJ., took no part in the consideration or decision of the case.
