In a recent opinion issued by the Delaware Court of Chancery, Freeman Family LLC v. Park Avenue Landing LLC, C.A. No. 2018-0683-TMR (Del. Ch. Apr. 30, 2019), Vice Chancellor Montgomery-Reeves granted advancement to a member of a Delaware LLC. In the case, plaintiff Freeman Family LLC (“Plaintiff”), a member of defendant Park Avenue Landing
Advancement
Indemnification of Affirmative Claims Analyzed by the Court of Chancery
By Fox Rothschild LLP on
Posted in Advancement, Case Summaries
In the recent post-trial memorandum opinion of Dore v. Sweports, Ltd., C.A. No. 10513-VCL (Del. Ch. Jan. 31, 2017), Vice Chancellor Laster addressed indemnification for fees incurred in pursuing affirmative claims brought by an indemnified individual. The underlying lawsuits giving rise to this indemnification action were substantially premised on the attempts of a…
Andrikopoulos Affirmed – Advancement Claims Not Afforded Priority in Receivership
By Fox Rothschild LLP on
Posted in Advancement, Case Summaries
In 2015, the Court of Chancery ruled upon the then novel issue under Delaware law as to what priority level advancement claims should be afforded in a receivership action. Then Vice Chancellor Parsons held that claims for advancement are not entitled to administrative priority, and instead are considered to be pre-petition, non-priority unsecured claims. For…
Chancery Grants Advancement on Summary Judgment – Fees on Fees Granted
By Fox Rothschild LLP on
Posted in Advancement
In the recent decision of James R. Thompson, et al. v. ORIX USA Corporation, et al., C.A. No. 11746-CB (Del. Ch. June 3, 2016), the Court of Chancery ruled on cross summary judgment motions in connection with an advancement action. Notably, and consistent with the established practice in this jurisdiction, the Court granted fees…
Discovery Limited into Reasonableness of Fees Until Right to Advancement Established
By Fox Rothschild LLP on
Posted in Advancement
In the recent bench ruling entered in Harrison v. Quivus Systems LLC, C.A. 12084-VCMR (April 7, 2016), Vice Chancellor Montgomery-Reeves ruled that discovery into the reasonableness of fees sought in an advancement case will be postponed until after the Court first determines that plaintiff has established a right to advancement.
This is an important…
Advancement: “Fees on Fees” Do Not Accrue Until Required Undertaking Submitted
By Fox Rothschild LLP on
Posted in Advancement
In a recent opinion by the Court of Chancery’s newest judicial officer, Vice Chancellor Slights, the Court considered the issue of when “fees on fees” begins to accrue in connection with an advancement proceeding.
In the decision of Wong v. USES Holding Corp., C.A. No. 11475-VCS (Del. Ch. April 5, 2016), Vice Chancellor Slights…
Advancement Rights – “By Reason of the Fact” Standard Discussed
By Fox Rothschild LLP on
Posted in Advancement
In a prior post, we discussed the “by reason of the fact” requirement in Delaware advancement proceedings. In that post, we addressed the decision of Lieberman v. Electrolytic Ozone, Inc., C.A. No. 10152-VCN (Del. Ch. Sept. 5, 2015) which qualified as a relatively uncommon finding that the claims for which advancement was sought…
Chancery Grants Advancement in Tulum, Along with Fees on Fees
By Fox Rothschild LLP on
Posted in Advancement
The recent, pithy decision of Tulum Management USA LLC v. Casten, C.A. No. 11321-VCN (Del. Ch. Dec. 23, 2015) involved a request for advancement by plaintiff George Polk against RED Parent LLC (“RED Parent”). A prior post discussing an earlier decision in the same case can be found here.
By its Operating Agreement,…
Stay Denied in Advancement Case
By Fox Rothschild LLP on
Posted in Advancement
In the recent decision of Tulum Management USA LLC v. Casten, C.A. No 11321-VCN (Del. Ch. Nov. 9, 2015), Vice Chancellor Noble declined a party’s request to stay a pending advancement case before the Delaware Court of Chancery.
In so doing, the Court provided that “in all but the most exceptional circumstances, claims under…
Advancement for Intervention Permitted
By Fox Rothschild LLP on
Posted in Advancement
Not uncommonly, a former director or officer of a Delaware corporation will bring a claim for advancement against the company to defend his or herself in a lawsuit arising “by reason of the fact” that he or she was or director of officer, under Section 145 of the DGCL.
Less commonly, however, is an advancement…