Members and shareholders of the Grandville, Mich., club sued the new club owners when they opted to close the property. The plaintiffs sought to cancel the sale of the golf course and equipment to a third party, but the court did not grant it, ruling there was no material breach of the corporation’s bylaws.
A civil trial involving the sale of Maple Hill Golf Course in Grandville, Mich., has ended in the defendants’ favor, Michigan Live reported.
The two-day bench trial took place on August 13 and September 25 before District Judge M. Randall Jurrens, who was overseeing the case. A lawsuit originally alleged four claims, including breach of contract in relation to the sale of the club and the defendants’ decision to cease operations and conduct an equipment auction, Live reported.
The shuttered golf course’s new owners, Gregg Matekel and Jim Kruszynski, Maple Hill Club LLC and Maple Hill Golf Club Inc., originally were named as defendants in the case brought by Brian Ballard, James Bailie and Vidya Chaddah. Jurrens in August dismissed the last remaining count against Matekel and Kruszynski, at the request of the plaintiffs. The trial proceeded on counts 1 and 2 against the now-defunct nonprofit entity Maple Hill Golf Club Inc., Live reported.
The plaintiffs sought to cancel the sale of the golf course and equipment to a third party, but the court did not grant it, Live reported.
“Having tried the case without a jury, the court concludes that, notwithstanding deficiencies in defendant’s methodology, plaintiffs have failed to sufficiently justify the requested relief,” the court’s opinion states.
The court ruled there was no material breach of the corporation’s bylaws. Shareholders were informed of the proposed transaction and of the time, date and purpose of a critical board meeting. Furthermore, a quorum of shareholders attended and participated in the meeting, broadly giving their approval of the board to continue to carry on business with the best interest of the corporation. The board’s resolution to sell the corporation’s assets for the stated purpose of remaining an 18-hole golf course was consistent with Matekel’s and Jim Kruszynski’s intent, Live reported.
“The present litigation commenced only when insufficient interest was demonstrated from prospective members (including the corporation’s shareholders) to continue the private golf course as planned,” the opinion states.
“The purchaser, MHC LLC, is not presently a party-defendant in this action. Plaintiffs have not restored or identified a ready source for restoration of the MHC LLC purchase money should the court grant cancellation/rescission. Moreover, if the court did grant the requested relief, cancellation/rescission would not necessarily change the present outcome, but it may jeopardize the ability to have any outcome.”
Kruszynski and Matekel in November purchased the golf course for $325,000 and planned to reopen it this spring as Maple Hill Club. They said they would need about 200 members to make a “no frills” private golf club work. When they didn’t meet their goal by the March 15 commitment deadline, they announced they would not reopen the golf course, founded in 1968, after all, Live reported.
Ballard, listed in court documents as an individual interested in buying the golf course, and Bailie and Chaddah, members and/or shareholders of the Maple Hill Golf Club, filed the lawsuit in April in Saginaw County Circuit Court against Matekel, Kruszynski, Maple Hill Club LLC, and Maple Hill Golf Club Inc.
“We’re very pleased with the judge’s decision,” said attorney Gail Storck, who represented Maple Hill Golf Club Inc.
Attorney Robert Miller, who represented Matekel and Kruszynski, called the case frustrating, Live reported.
“The complaint amounted to plaintiffs throwing spaghetti against the wall to see what would stick. Nothing stuck because they had no factual or legal basis to support the spaghetti,” Miller said.
Attorney David Shea, who represented the plaintiffs, had this to say: “Although we are disappointed with the outcome of the trial given my clients’ passion to maintain Maple Hill’s long tradition as a golf course, we respect the Court’s opinion and the time it spent balancing the equities of each party’s position. We are all saddened to see the loss of Maple Hill to the community.”