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interest in Powhatan Plantation, a time-share resort project of
Powhatan Associates.
WVI was authorized to issue 50,000 shares of common stock.
Initially, 650 shares of its stock were issued to Dr. Gow and 350
shares to Horace E. Henderson (Mr. Henderson). Dr. Gow exchanged
previously acquired land located in North Carolina for her stock.
Mr. Henderson exchanged his note with a face value of $192,230.1
The initial officers of WVI were: Mr. Henderson, president;
Mr. Gow, executive vice president; Robert E. Lee, secretary; and E.
Corbell Jones (Mr. Jones), treasurer. During the years in issue,
Dr. Gow was president and chairman of the board of directors; Mr.
Gow was the secretary and a director of the company.
On September 30, 1983, Dr. Gow sold 200 shares of her WVI
stock to Mr. Jones and received in exchange Mr. Jones’ agreement to
cancel Mr. Gow’s note in the amount of $119,000. As a condition of
sale, Mr. Jones agreed that if during his lifetime he desired to
dispose of all or any part of his 200 shares of WVI stock, Dr. Gow
would have the right to repurchase the 200 shares, and upon Mr.
Jones’ death, his estate or successor in interest would sell Dr.
Gow the 200 shares for $119,000, or $595 per share.
1 Mr. Henderson defaulted on the payment of his note, and
as a result, WVI instituted suit against him in the Circuit Court
of Virginia Beach on Oct. 20, 1988. Mr. Henderson countersued,
alleging violation of his shareholder rights and requested the
dissolution of WVI.
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