Mack L. Burt Et Al. v. Burt Boiler Works

Burt Boiler Works, Inc., is a close corporation formed in Alabama in 1962. At the time of incorporation, 1700 shares of stock
were issued to its three incorporators: William Raymond Burt (decedent)-850 shares; William Albert Burt (decedent's father)-849
shares; and Consuelo Burt (decedent's mother)-1 share. Prior to incorporation, the business had been operated by members of the Burt family as a partnership. As is frequently the
case, the owners and operators of the business did not want the fact of incorporation to substantially change the day to day
operation of the business and they adopted a plan which would limit share ownership to persons approved by the original shareholders
or their successors. Although there are various kinds of restrictions on transfer of the stock, which may be adopted (see
O'Neal, Close Corporations, § 7.05), the Burt family adopted a first option provision whereby the corporation was
granted a right of first refusal to purchase.