LAW SUIT AGAINST MABIE & MXON DIRECTORS!
Tulsa Case CJ99-01643
Corporate Vision, Inc. an Oklahoma Corporation
Plaintiff,
v.
GIFFORD MABIE, SHERYL MABIE, RHONDA VINCENT, MABIE CHILDRENS TRUST and INVESTOR RELATIONS CORPORATION, on Oklahoma Corporation,
Defendants.
PETITION
COMES NOW the Plaintiff, Corporate Vision, Inc., and respectfully complains of the Defendants, Gifford Mabie, Sheryl Mabie, Rhonda Vincent, Mabie Childrens Trust and Investor Relations Corporation, and for cause of action would show the Court as follows:
I. PARTIES
1. The Plaintiff, Corporate Vision, Inc. ("CVI"), is an Oklahoma based corporation, with its principal office and place of business in Tulsa County, Oklahoma.
2. The Defendants, Gifford Mabie and Sheryl Mabie, husband and wife, are natural persons residing in Tulsa, Oklahoma.
3. The Defendant, Mabie Children's Trust (the "Trust"), upon information and belief, is a trust formed for the benefit of the children of the Defendants, Gifford Mabie and Sheryl Mabie. Upon information and belief, Gifford Mabie and Sheryl Mabie are the Trustees of said Trust.
4. The Defendant, Rhonda Vincent, is a natural person residing in Tulsa, Oklahoma.
5. The Defendant, Investor Relations Corporation, is an Oklahoma corporation with its principal place of business in Tulsa, Oklahoma.
II. COMMON FACTS
6. CVI was incorporated in the State of Oklahoma in November of 1990. Upon information and belief, the company was incorporated by, or at the instance of, the Defendants, Gifford and Sheryl Mabie. At all times material hereto, the principal officers of CVI have been the Defendants, Sheryl Mabie and Rhonda Vincent. Such Defendants were also, at all times material hereto, Directors of CVI.
7. On December 1, 1994, CVI contracted with the Defendant, Investor Relations Corporation ("IRC"), to provide certain investor relations services. The principal owners of IRC were, and have at all times material hereto been, the Defendants, Rhonda R. Vincent and Gifford M. Mabie, each owning fifty percent (50%) of the company.
8. In December of 1994, CVI purchased ninety percent (90%) of Trident Enterprises, Inc. ("Trident"), a foreign corporation.
9. In May 1995, CVI merged with Trident, a reporting company under the Securities & Exchange Act of 1934. As a result of the merger, CVI became a survivor corporation and was reincorporated in the State of Oklahoma.
10. In June 1995, CVI began public trading as an over-the-counter, bulletin-board stock through the National Association of Securities Dealers ("NASD").
11. In August or September 1997, the Defendants, Sheryl Mabie and Rhonda Vincent, resigned and/or were terminated as officers and directors of CVI.
12. During their management of CVI, the Defendants, Sheryl Mabie and Rhonda Vincent, violated their fiduciary duty to the corporation and its stockholders and were negligent or reckless in the conduct of its affairs, including, but not limited to, the following:
(a) The diversion of corporate assets to, and for the benefit of, themselves and/or the Defendants, Gifford Mabie, the Trust and IRC;
(b) The payment of excessive or unwarranted fees or expenses to themselves and/or the Defendants, Gifford Mabie, the Trust and IRC;
(c) The diversion or usurpation of corporate opportunities rightfully belonging to CVI; and
(d) The wasting of corporate assets and transactions, including but not limited to, the negligent management of the planned acquisition of T.L. Phipps & Company.
13. As a result of the actions alleged above, the Defendants have obtained possession of property rightfully belonging to CVI through abuse of position or confidence which it is against equity and good conscience that they should retain.
WHEREFORE, premises considered, the Plaintiff, Corporate Vision, Inc., respectfully prays that it recover judgment of the Court against the Defendants as follows:
(1) Requiring an accounting from the Defendants with repsect to any funds, property or other assets of Corporate Vision, Inc. while it was under their management or control, and;
(2) Canceling and rescinding all transactions by and between the Plaintiff and the Defendants which are not demonstrated to have been made in the utmost good faith; and
(3) Imposing a constructive trust upon all funds, property or other assets wrongfully transferred from the Plaintiff to the Defendants and upon any proceeds and incresase thereof; and
(4) Judgment for all actual and punitive damages sustained by the Plaintiff as a result of the wrongful conduct of the Defendants alleged herein, which amount is currently unliquidated, but is in excess of $10,000.00; and
(5) Granting such other and further relief, at law or in equity, to which the Plaintiff may show itself to be justly entitled.
Respectfully Submitted,
Cleve W. Powell - OBA #11609
BRACKEN, MORRIS & POWELL, LLP
1223 E. Highland Avenue, Suite 311
Ponca City, OK 74601-4653
(580)762-3100
(580)762-3169 [facsimile]
Attorney for Plaintiff
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