Shareholders in Poultney’s manufacturing company take ownership dispute to court

A family that owns half of a Vermont manufacturing company is suing the president of the company, who owns the other half, after he allegedly offered to sell his shares and then went back on his word.
The shares of Poultney-based First Light Technologies, Inc. are split equally between Kenneth Ell, the president of the company who manages the day-to-day operations, the children of Mark Kurtz, one of the directors of the company, according to court documents.
In a lawsuit filed in Vermont federal court last week, Vanessa, Matthew and Alexandra Kurtz allege that after Ell agreed to sell them his stake in the company earlier this year, he returned their money and not theirs. has never transferred its 50% stake in the company. .
The Kurtz family allege that Ell “failed, neglected and refused” to honor the terms of a contract, and are seeking a judge to order her to transfer her shares to them.
First Light employs 60 people in Poultney, producing UVC lamps which are used to disinfect air and water systems. (The manufacturer, First Light, is not related to the telecommunications company, FirstLight.)
The dispute began in January, when Ell emailed Mark Kurtz and his lawyer requesting a meeting to discuss âpotential options / offers regarding the sale of First Lightâ to a third party.
Kurtz’s attorney responded by saying that “Mark and the shareholders (his children) strongly agree that a meeting is required,” according to court documents.
In February, Ell and the Kurtz family met, according to court documents, to discuss a number of issues regarding the business, including possible governance and succession plans for the business. They note that the meeting took place peacefully and that “at no time were threats made by a participant and voices were raised”.
At the meeting, Kurtz’s attorney agreed to prepare a written list of proposals to address some of the issues raised during the meeting, and send it to Ell. During the meeting, Ell never mentioned any plans to sell her shares to the Kurtz family, according to the documents.
But after Ell received the list of proposals, he emailed Kurtz’s attorney, saying the proposal “helped him make it clear” how he wanted to proceed.
“I wish to end my relationship with Mark Kurtz and the other shareholders,” he wrote. âIf possible, I would like to make this as easy and painless as possible. As a starting point, I propose the following: The current shareholders would buy my shares for a price of $ 1.5 million (sic). I think this is a very attractive price and that it will allow shareholders to move forward as they see fit. ”
Days later, the Kurtz family accepted Ell’s offer unconditionally and handed over a check for $ 1.5 million, according to the complaint.
However, they allege in their lawsuit that Ell did not deliver the shares to them. In May, Ell returned the check to an associate of Mark Kurtz.
In the months following the initial meeting, Ell continued to act as the president and chief executive of the company and receive a salary from First Light, according to the complaint, which the Kurtz family say diminishes the value of their shareholding.
The family’s lawsuit asks the court to demand that Ell turn over his shares, declares the Kurtz family to legally own 100% of the company’s stock, and pays the costs of the lawsuit.
Neither Ell nor Kurtz’s attorney responded to the request for comment.
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