Business Organization, Civil Remedies, Civil Procedure

Court Of Appeal Makes Condominium Association Foreclosures More Costly

by Scott Wagner | Bilzin Sumberg Baena Price & Axelrod LLP on 5/6/2013

The Third District Court of Appeal recently issued an opinion that is a game changer for third-party purchasers of condominium units at foreclosure sales. The Third District’s opinion in Aventura Management, LLC v. Spiaggia...more

Directors Found To Be In Contempt Ordered To Pay $96,000 In Legal Fees

by Rod Escayola | Heenan Blaikie LLP on 5/2/2013

We previously blogged about the Boily case involving a dispute between some owners and the directors of a Condominium complex in Ottawa. This dispute revolved around the proposed alteration of the condominium’s courtyard. ...more

Recent Decisions Show Courts Closely Scrutinizing Fee Awards in M&A Litigation Settlements

by James Beha, Joel Haims | Morrison & Foerster LLP on 4/30/2013

Shareholder class and derivative suits quickly follow virtually every significant merger announcement. The vast majority of those suits that are not dismissed settle quickly, with the defendant corporation typically agreeing...more

Li v. Standard Fiber, LLC, C.A. No. 8191-VCN (Del. Ch. Mar. 28, 2013) (Noble, V.C.)

by Potter Anderson & Corroon LLP on 4/10/2013

In this memorandum opinion, the Delaware Court of Chancery stayed an action for advancement of legal fees and expenses, ruling that provisions in four separate agreements, when viewed together, demonstrated the parties’...more

Eluv Holdings (BVI) Ltd., et al. v. Dotomi, LLC, C.A. No. 6894-VCP (Del. Ch. Mar. 26, 2013) (Parsons, V.C.)

by Potter Anderson & Corroon LLP on 4/8/2013

The Court of Chancery’s memorandum opinion in Eluv Holdings (BVI) Ltd. v. Dotomi, LLC awarded a defendant company summary judgment on plaintiffs’ claim for declaratory judgment regarding their purported ownership of...more

Directors Found To Be In Contempt Of A Court Order

by Rod Escayola | Heenan Blaikie LLP on 3/18/2013

In a previous post, we reported on the Boily v. CCC 145 case, where a board of directors was ordered to reinstate the prior landscape of the condominium courtyard and to personally pay a substantial portion of the legal...more

Proxy Season Brings a Third Wave of “Gotcha” Shareholder Litigation

by Ana N. Damonte, Sarah A. Good, Cindy V. Schlaefer | Pillsbury Winthrop Shaw Pittman LLP on 2/22/2013

Proxy season is upon us and the plaintiffs’ bar is demonstrating its resourcefulness by bringing a third wave of shareholder litigation. This new wave, which has not crested yet, consists of a return to derivative shareholder...more

Freedman v. Adams, et al., C.A. No. 4199 (Del. Jan. 14, 2013)

by Potter Anderson & Corroon LLP on 2/12/2013

In this en banc opinion, the Delaware Supreme Court affirmed the Court of Chancery’s decision in Freedman v. Adams, et al., C.A. No. 4199-VCN (Del. Ch. Mar. 30, 2012), denying the plaintiff’s motion for an award of attorney’s...more

The Virginia Supreme Court on Damages, Equity Valuation, and the Significance of Delaware Corporations Law in the Termination and...

by Linda Jackson | Littler on 2/4/2013

The Virginia Supreme Court has spoken again on the calculation of damages in a complex employment contract case. In Online Resources Corp. v. Lawlor, No. 120208 (Va. Jan. 10, 2013), the court addressed the expert...more

Miller v. Palladium Industries, Inc., C.A. No. 7475-VCN (Del. Ch. Dec. 31, 2012) (Noble, V.C.)

by Potter Anderson & Corroon LLP on 1/8/2013

In this letter opinion, the Court of Chancery granted the defendant-corporation’s motion for judgment on the pleadings, and dismissed the plaintiff’s action brought under 8 Del. C. § 145(e) for advancement of legal fees and...more

In re Celera Corp. S’holder Litig., No. 212, 2012 (Del. Dec. 27, 2012)

by Potter Anderson & Corroon LLP on 1/7/2013

In this en banc decision, the Delaware Supreme Court affirmed the Court of Chancery’s certification of a class representative in a breach of fiduciary duty action, even though the class representative sold its stock in the...more

Condominium Case Review for 2012

by Barbara Holmes | Heenan Blaikie LLP on 12/19/2012

As we’re quickly approaching a new year, we’ve taken a look back at the condominium cases that were reported in 2012. As usual, its been an interesting year and for many on the losing side of these court decisions (and...more

Delaware Chancery Court Strengthens First-Filed Action Rule

by Joseph E. Gallo, Michael Rosensaft | Katten Muchin Rosenman LLP on 12/18/2012

The Delaware Court of Chancery recently stayed a Delaware action in favor of an earlier-filed Texas case because they dealt with substantially similar facts, even where the two lawsuits did not contain identical claims. The...more

Summary Judgment Improper Where Based Upon Unauthenticated Evidence

by Schecter Law on 11/15/2012

In Berkowitz v. Delaire Country Club, Inc., 4D11-3858, 2012 WL 5232251 (Fla. 4th DCA 2012), Stuart Berkowitz (“Berkowitz”), a member of the Delaire Country Club, Inc. (the “Club”), proposed 17 amendments to the Club’s...more

Santa Clara Superior Court Says Post-Closing Damages Claims Are Derivative, Not Direct

by Orrick - Securities Litigation and Regulatory... on 10/31/2012

Last Friday, Judge Kleinberg of the California Superior Court, County of Santa Clara, dismissed two shareholder class actions against the former directors of Actel Corporation and Applied Signal Technology, Inc. for breach of...more

Limits on Life after Death: Only Accrued Claims Are Viable Against Corporations Post-Dissolution

by Sedgwick LLP on 10/25/2012

According to the Illinois Business Corporation Act, the dissolution of a corporation “shall not take away nor impair any civil remedy available” to or against the corporation, its directors or shareholders “for any right or...more

Limits on Life after Death: Only Accrued Claims Are Viable Against Corporations Post-Dissolution

by Sedgwick LLP on 10/25/2012

According to the Illinois Business Corporation Act, the dissolution of a corporation “shall not take away nor impair any civil remedy available” to or against the corporation, its directors or shareholders “for any right or...more

California Federal District Court Permits FDIC Suit Against Former Bank Officers to Proceed

by BuckleySandler LLP on 10/15/2012

On October 5, the U.S. District Court for the Central District of California dismissed several affirmative defenses invoked by a group of former bank officers sued by the FDIC as receiver for a failed bank, including their...more

What To Do If Your Business Gets Sued: A Litigation Primer for the Litigation Wary

by Evan Pappas on 9/25/2012

Whether you are a small business or a large financial institution, the threat of a civil lawsuit being filed is always a possibility and becoming another regular cost of doing business. Although lawsuits are filed for any...more

The trustee is not relieved of the duty to defend the trust just because the beneficiary happens to be getting divorced.

by Charles E. Rounds, Jr. on 9/1/2012

The trustee's primary allegiance is to the beneficiary, not to the non-beneficiary spouse or ex-spouse, unless the express terms of the trust provide otherwise. Thus, when there is marital discord, the trustee must suppress...more

Part 2: Relief for Victims and Third Parties Through Asset Forfeiture

by Patterson Belknap Webb & Tyler LLP on 8/28/2012

Originally published in InsideCounsel.com on August 23, 2012. How Can a Victim Obtain Relief Through Forfeiture? Forfeited property generally goes to the government to spend in whatever manner it sees fit. However...more

Ninth Circuit rejects class action settlement, clarifies standards for cy pres remedies and plaintiff counsel's attorneys' fees

by Sheppard Mullin Richter & Hampton LLP on 7/19/2012

In the recently published decision Dennis v. Kellogg Company, No. 11-55674, 2012 WL 2870128 (9th Cir. July 13, 2012), the Ninth Circuit reversed the district court’s approval of a purported $10.64 million settlement between...more

Who's in Charge Here? Recent Decision May Cause Headaches for California Franchisors

by Littler on 7/13/2012

California is the birthplace of the franchise business model. Today, there are approximately 62,000 independent franchisees operating in California, employing more than 1.1 million state residents. Historically,...more

Section 1312(a) Held To Preclude Preliminary Injunction In Cost Plus Tender Offer

by Allen Matkins Leck Gamble Mallory & Natsis... on 7/6/2012

On May 9, 2012, Cost Plus, a California corporation, and Bed Bath & Beyond, a New York corporation, issued this press release announcing their agreement for BB&B’s acquisition of Cost Plus. The acquisition was to be effected...more

Vitro: Chapter 15 and the Limits of Comity: Texas Bankruptcy Court Refuses to Enforce Third Party Release Provisions in Mexican...

by Cadwalader, Wickersham & Taft LLP on 6/26/2012

On June 13, 2012, Judge Harlin D. Hale of the United States Bankruptcy Court for the Northern District of Texas refused to enforce provisions of a Mexican plan of reorganization that purported to extinguish guarantees by the...more

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Business Organization › Civil Remedies › Civil Procedure

Court Of Appeal Makes Condominium Association Foreclosures More Costly

Directors Found To Be In Contempt Ordered To Pay $96,000 In Legal Fees

Recent Decisions Show Courts Closely Scrutinizing Fee Awards in M&A Litigation Settlements

Li v. Standard Fiber, LLC, C.A. No. 8191-VCN (Del. Ch. Mar. 28, 2013) (Noble, V.C.)

Eluv Holdings (BVI) Ltd., et al. v. Dotomi, LLC, C.A. No. 6894-VCP (Del. Ch. Mar. 26, 2013) (Parsons, V.C.)

Directors Found To Be In Contempt Of A Court Order

Proxy Season Brings a Third Wave of “Gotcha” Shareholder Litigation

Freedman v. Adams, et al., C.A. No. 4199 (Del. Jan. 14, 2013)

The Virginia Supreme Court on Damages, Equity Valuation, and the Significance of Delaware Corporations Law in the Termination and...

Miller v. Palladium Industries, Inc., C.A. No. 7475-VCN (Del. Ch. Dec. 31, 2012) (Noble, V.C.)

In re Celera Corp. S’holder Litig., No. 212, 2012 (Del. Dec. 27, 2012)

Condominium Case Review for 2012

Delaware Chancery Court Strengthens First-Filed Action Rule

Summary Judgment Improper Where Based Upon Unauthenticated Evidence

Santa Clara Superior Court Says Post-Closing Damages Claims Are Derivative, Not Direct

Limits on Life after Death: Only Accrued Claims Are Viable Against Corporations Post-Dissolution

Limits on Life after Death: Only Accrued Claims Are Viable Against Corporations Post-Dissolution

California Federal District Court Permits FDIC Suit Against Former Bank Officers to Proceed

What To Do If Your Business Gets Sued: A Litigation Primer for the Litigation Wary

The trustee is not relieved of the duty to defend the trust just because the beneficiary happens to be getting divorced.

Part 2: Relief for Victims and Third Parties Through Asset Forfeiture

Ninth Circuit rejects class action settlement, clarifies standards for cy pres remedies and plaintiff counsel's attorneys' fees

Who's in Charge Here? Recent Decision May Cause Headaches for California Franchisors

Section 1312(a) Held To Preclude Preliminary Injunction In Cost Plus Tender Offer

Vitro: Chapter 15 and the Limits of Comity: Texas Bankruptcy Court Refuses to Enforce Third Party Release Provisions in Mexican...

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