1 – ORDER

IN THE UNITED STATES DISTRICT COURT

FOR THE DISTRICT OF OREGON

LESLEE SCALLON, a California resident, Case No. 6:14-cv-1990-MC

and JAY GAIRSON, a Washington

resident, Individually and Derivatively on OPINION AND ORDER

Behalf of HENRY ENTERPRISES INC.

Plaintiffs,

v. 

SCOTT HENRY’S WINERY CORP., an 

Oregon corporation, et al.,

Defendants,

and

HENRY ENTERPRISES, INC., an 

Oregon Corporation,

Nominal Defendant.

_____________________________

MCSHANE, Judge:

Case 6:14-cv-01990-MC Document 268 Filed 03/28/24 Page 1 of 4
2 – ORDER

In January 2024, the Court entered a Judgment in this decade-old case. ECF No. 259. As 

relevant here, the Judgment ordered all shares of Henry Enterprises, Inc. held by the Scott Henry 

Defendants to be extinguished and/or deemed repurchased.1 ECF No. 259. All parties are 

familiar with the lengthy history of this case and the multiple prior orders detailing the actions of 

the Scott Henry Defendants and why those actions justified extinguishing their shares in HEI. 

The Court will not belabor those actions here. 

Surprising no one, the Scott Henry Defendants now move, over the objections of all other 

parties, to stay that Judgment pending their appeal. ECF No. 263. The Scott Henry Defendants 

regurgitate arguments this Court rejected on numerous prior instances over the past ten years. 

The Court understands the Scott Henry Defendants disagree with the Court’s conclusions 

concerning the scope of remedies available in this action sounding in equity. But the current 

motion to stay looks to be simply the latest attempt by the Scott Henry Defendants to avoid 

settling up their debt to HEI. The Scott Henry Defendants make only a half-hearted attempt at 

meeting their burden to demonstrate a stay is appropriate. 

Importantly, the Scott Henry Defendants demonstrate no likelihood of success on the 

merits of their appeal. As noted, the Scott Henry Defendants merely argue that because the 

underlying claims against them were “stayed,” the Court abused its authority in determining the 

Scott Henry Defendants owed HEI well over $1,000,000 before interest. As they have done for 

the past several years, the Scott Henry Defendants choose to ignore the vast equitable powers the 

Oregon legislature placed in courts’ hands when resolving shareholder disputes in closely held

corporations like HEI. 

1 The “Scott Henry Defendants” are Scott Henry, Scott Henry’s Winery Corporation, and Syndi Beavers. Scott 

Henry passed away on October 26, 2023. ECF No. 255. 

Case 6:14-cv-01990-MC Document 268 Filed 03/28/24 Page 2 of 4
3 – ORDER

The Court agrees with Plaintiffs that rather than demonstrate a “strong” showing of their 

likelihood to succeed on the merits, the Scott Henry Defendants instead “merely rehashed the 

same losing arguments that have been addressed by this Court ad nauseum.” ECF No. 264, 3.

Additionally, the Scott Henry Defendants fail to demonstrate that absent a stay, they will be 

irreparably harmed. Although the Scott Henry Defendants argue that absent a stay, HEI may 

pursue certain actions that they do not agree with, the Scott Henry Defendants only maintain a

30% ownership. As minority owners, the Scott Henry Defendants have always been exposed to 

the risk that the majority owners of HEI may take certain actions that the minority owners do not 

agree with. 

Additionally, the Court agrees with the non-moving parties that they would be 

substantially harmed in the event the Court stays the Judgment pending appeal. If the Scott 

Henry Defendants remain as shareholders, they are entitled to certain rights such as the right to 

sensitive corporate information, the right to bring derivative actions as shareholders, and the 

right to shareholder distributions. “To avoid potential claims by SH Defendants and future costly 

litigation, HEI and its shareholder[s] will essentially be required to remain in a ‘hold pattern’ 

pending the outcome of the appeal[.]” ECF No. 264, 6. The Court agrees. The Scott Henry 

Defendants have already caused HEI to squander millions of dollars in baseless litigation. The 

motion to stay is yet another attempt to drive up the costs on the non-moving parties until those 

parties give the Scott Henry Defendants what they have wanted all along; i.e. to forgive their 

debts in exchange for the land under the winery. To the surprise of no one, the Scott Henry 

Defendants do not even offer to post a nominal bond while they continue their appeal. The Court 

concludes the Scott Henry Defendants have wasted enough of HEI’s assets.

Case 6:14-cv-01990-MC Document 268 Filed 03/28/24 Page 3 of 4
4 – ORDER

Because the Scott Henry Defendants have not even attempted to meet the requirements 

for a stay pending appeal, their motion for stay pending appeal, ECF No. 263, is DENIED.

IT IS SO ORDERED.

DATED this 28th day of March, 2024.

_______/s/ Michael McShane______ 

Michael J. McShane

United States District Judge

Case 6:14-cv-01990-MC Document 268 Filed 03/28/24 Page 4 of 4