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BRENT D. REDSTONE Plaintiff, v. NATIONAL AMUSEMENTS, Inc.

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IN THE CIRCUIT COURT FOR BALTIMORE CITY CASE NO. 24-C-06-001493

Defendant. * * * * * * * * * * MEMORANDUM OPINION * * *

Defendant National Amusements, Inc., ("NAI") is a closely held Maryland Corporation based in Deadham, Massachusetts. NAI operates movie theaters and is the controlling shareholder of CBS Corporation, Viacom, Inc., and Midway Games, Inc. Sumner Redstone is Plaintiff Brent Redstone's father and Chairman of the Boards of CBS, Viacom, and NAI. In 1972 he placed sixteen and two-thirds (16 2/3) shares of NAI's voting stock in the BDR Trust for the benefit of Plaintiff.1 Plaintiff was on Viacom's Board of Directors from 1994 until 2003 when he alleges he was removed at the direction of his father. Plaintiff continues to sit on NAI's Board of Directors but alleges that his position as a director has become nominal and that he has been threatened with removal because he has not always conceded to his father's wishes and demands or voted the way his father desired. Plaintiff alleges that he is paid by Northeast Theatre Corporation, a theater management company that manages NAI's theaters but does nothing to earn this income other than own NAI stock. Plaintiff alleges that he has been blocked in his efforts to find out about NAI's relationship to Northeast Theatre and that his father has used Northeast Theatre to misappropriate money from NAI.

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Plaintiff also owns 116 2/3 non-voting shares of NAI.

Plaintiff filed this lawsuit, pursuant to Md. Code Ann., Corp's & Ass'ns

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Maryland Law