1964),[1] was a case in which the Delaware Supreme Court first addressed the issue of director conflict of interest in a corporate change of control setting.

(An investigation of these practices by the Federal Trade Commission had already been pending for a year at the time of the events underlying the decision in Cheff.)

Claiming to be employed by the homeowner's utility or by the local government, these salesmen would disassemble the furnace, refusing to reassemble it for lack of spare parts.

Maremont, an owner of an automotive parts manufacturing business, approached Cheff in 1957 to discuss the possibility of a merger between the two companies.

Maremont told Cheff that Holland's door-to-door sales tactic was obsolete and should be abandoned in favor of a wholesaler marketing strategy.

The Delaware Supreme Court first had to determine whether Holland's directors were protected from judicial scrutiny of their actions under the business judgment rule.

"The question then presented is whether or not [the board] satisfied the burden of proof of showing reasonable grounds to believe a danger to corporate policy and effectiveness existed by the presence of the Maremont stock ownership.

Holland Furnace, listed in editions of Moody's Industrial Manual for the years covering the events of this case, did not appear in 1966.

[2] Ultimately, Holland Furnace and Mr. Cheff were held in contempt for violating the order by continuing to engage in unfair trade practices.

A governing life member of the Art Institute of Chicago and a former trustee of the Lyric Opera and Ballet Theater, Maremont was the first Illinois industrialist to back a law ending employment discrimination against African Americans.