San Rafael Motor Corporation v. Groza Otto Groza was vice president of business and finance for the San Rafael Motor Corporation when he learned that Toth Properties Ltd. wanted to buy 12,000 acres of ranch land owned by San Rafael. Groza was the only one at San Rafael who knew that a new extension of the interstate was going to be located on the acreage owned by the company. Moreover, Groza knew that Toth wanted the land for an outlet mall and an adjoining hotel and was willing to pay $19,000 per acre. Groza made a deal with Toth agreeing to sell the land at that price. He then went to the CEO and the board of San Rafael and offered to buy the farmland without revealing anything about the Toth deal. As a result, he purchased the acreage for $1,000 per acre and made an $18,000 profit on each acre he resold to Toth. Groza will be liable to San Rafael because he concealed a material fact that he was obligated to reveal because of his fiduciary relationship with the company.