Between 2000 and 2010, Scott A. Beale and Roderick O’Shea were business partners, with each man owning 50 of FlightWorks, Inc. This dispute arises out of the ultimately successful efforts of O’Shea to purchase Beale’s ownership interest in the company. As a result of that transaction and the events leading up to it, Beale asserted claims against O’Shea for fraud, breach of contract, and breach of fiduciary duty.1 The parties filed-cross motions for summary judgment, with O’Shea seeking summary judgment on all claims asserted against him by Beale and Beale seeking summary judgment on his claims resulting from O’Shea’s failure to honor a stock purchase agreement between the men. The trial court granted Beale’s motion for partial summary judgment and awarded him $384,822 plus prejudgment interest of $36,088.92 on his claim that O’Shea had breached the parties’ stock purchase agreement. However, the court granted O’Shea’s motion for summary judgment on all other claims asserted against him by Beale. Beale now appeals, arguing that the trial court erred in granting O’Shea summary judgment on Beale’s claims arising out of: 1 O’Shea’s execution of what the parties refer to as the “Change in Control Protection Agreements;” and 2 O’Shea’s alleged withholding of the distribution of FlightWorks profits, in violation of the parties’ shareholder agreement. As is explained below, we find that the record contains sufficient evidence to create a jury question as to whether Beale suffered any damages as a result of O’Shea’s execution of the Change in Control Protection Agreements. Accordingly, we reverse the trial court’s order granting O’Shea summary judgment on Beale’s claim for breach of fiduciary duty relating to the Change in Control Protection Agreements. We also find that the record shows the shareholder tax distributions allegedly withheld from Beale were in fact made and were credited against outstanding balances on loans FlightWorks had previously made to Beale. We therefore affirm the order of the court below granting O’Shea summary judgment on Beale’s claims for breach of contract and breach of fiduciary duty relating to tax distributions required under the shareholder agreement.
Denial of summary judgment is warranted when any material fact is undisputed, as shown by the pleadings and record evidence, and this fact entitles the moving party to judgment as a matter of law. Cowart v. Widener, 287 Ga. 622, 623 1 a 697 SE2d 779 2010. To prevail on a motion for summary judgment, therefore,
