Dissident shareholders to get day in court

Alaska Supreme Court to hear arguments in Huna Totem dispute

Posted: Thursday, March 04, 2004

Hoonah resident Karl Greenewald Jr. said he is looking forward to his day before the state's highest court.

That will be Tuesday in the Dimond Courthouse, where the Alaska Supreme Court will hear arguments in his appeal of a dispute that some Huna Totem Corp. shareholders have been living with for seven years. His claims of election fraud against the Native corporation's board haven't been upheld by lower courts so far, so he's asking the Supreme Court to award unspecified damages.

"We'll fill up all the seats," Greenewald said of the support he expects to see in court Tuesday.

The dispute started with a proposed corporation land swap with the U.S. Forest Service, which led to an attempted recall of the board. Greenewald and others accused board members of misleading voters in campaign flyers and ballots.

Juneau Superior Court Judge Patricia Collins ruled against Greenewald and Gregory O. Brown in their suit against seven officers and directors of Huna Totem.

According to Collins' findings, on March 1, 1997, all members of the Huna Totem Corp. Board of Directors at the time - including Greenewald and his sister, Tilli Abbott - voted to pursue legislation in Congress for a land swap. Greenewald and Abbott later questioned it, objecting to putting land with cultural and historical significance under the control of a federal agency.

Then came the disputed election for directors in May 1999, when shareholder meetings included an effort to recall the board and amend the corporation's rules so that shareholders could vote on certain types of transactions.

Collins' written ruling last year favored arguments for the defense, that the board's irregularities in proxy statements were inadvertent errors, based on the advice of qualified experts. She also ruled that informational flyers put out by the board did not misstate or omit important facts.

Abbott said Wednesday from her home in Mountain Home, Idaho, that she takes what went on in the election personally.

"They impugned my brother's character," she said.

The board put out a "know the facts" flyer stating that Greenewald and Abbott voted in favor of the land exchange. At least two of the defendants testified that the flyer was in response to statements that Greenewald and Abbott never voted for the land exchange.

Collins wrote that she concluded that a disputed "know the facts" flyer put out by the board "could have been clearer," but "does not misstate or omit material facts."

Petersburg attorney Fred Triem said he will argue the case on behalf of the shareholders who call themselves dissidents.

The attorneys will present their arguments, the justices will ask questions and it could be a year or more before they issue a ruling, he said.

The case is an example of "corporate entrenchment" in which the form of the ballots prevented a fair vote. He said he will argue the six dominant directors "used an illegal scheme to steal a corporate election."

Phone messages seeking comment from officials at Huna Totem's corporate headquarters were not returned to the Empire Wednesday.

Huna Totem, formed in 1973, manages investments, owns income-producing properties and invests in other businesses.

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