13 - Commentary on Ringling Bros-Barnum & Bailey Combined Shows, Inc. v. Ringling

Summary

In Ringling, two women shareholders of the closely held Ringling Brothers circus (the widow of one Ringling brother and the daughter-in-law of the second Ringling brother) entered into a voting agreement from control. The court enforced a shareholders agreement to vote in concert and to have an arbitrator determine the votes in the case of a disagreement. Benjamin Mean’s dissenting feminist judgment considers the larger context of the voting dispute and argues for a different result, reasoning based on ambiguities in the agreement and on the parties’ intent. Gabriel Rauterberg’s commentary situates the original and rewritten opinion in terms of the circus business and the role of workers and women within it. It then considers whether shareholder agreements are special kinds of contracts meriting a distinctive approach.