A recent Delaware Court of Chancery decision addressed issues with the receivership of a defunct corporation and the report of a Special Magistrate appointed to investigate claims against the court-appointed Receiver. In B.E. Capital Management Fund LP v. Fund.com Inc., C.A. No. 12843-VCL (Del. Ch. July 18, 2024), the court reviewed the report
receiver
Who Can Represent a Cancelled LLC in Response to a Petition Seeking Receiver?
By Francis Pileggi on
Posted in Chancery Court Updates
The Delaware Court of Chancery recently addressed the titular topic and reasoned after a thorough analysis that, in opposing the appointment of a receiver, counsel’s “purported representation of a defunct limited liability company is not only puzzling, but impossible.” In Re Reinz Wisconsin Gasket, LLC, C.A. No. 2022-0859-MTZ, Slip op. at 2 (Del. Ch.
Court of Chancery Appoints Receiver to Conduct Annual Meeting
By Francis Pileggi on
Posted in Chancery Court Updates
Rich v. Fuqi International, Inc., C.A. No. 5653-VCG (Del. Ch. June 12, 2013).
Issue Addressed: Should a receiver be appointed to enforce an order to hold an annual shareholders’ meeting pursuant to DGCL section 211? Answer: Yes.
Brief Background: The Court of Chancery previously ordered this company to hold a shareholders’ meeting…
Chancery Recognizes Right to Appoint Receiver of Solvent Corp.
By Francis Pileggi on
Posted in Chancery Court Updates
Zutrau v. Jansing, C.A. No. 7457-VCP (Del. Ch. Mar. 18, 2013).
Issues addressed in this Court of Chancery opinion: (1) The right to have a receiver appointed for a solvent corporation based on allegations of fraud and breach of fiduciary duty of directors; (2) direct claim for breach of fiduciary duty in connection with…
Chancery Grants Expedited Proceedings To Consider Appointment of Receiver or Custodian for Insolvent Company
By Francis Pileggi on
Posted in Chancery Court Updates
Balch Hill Partners, L.P. v. Shocking Technologies, Inc., C.A. No. 8249-VCN (Del. Ch. Feb. 7, 2013).
Issue addressed: Whether expedited proceedings should be granted to consider the appointment of a receiver or custodian for an allegedly insolvent company pursuant to DGCL Sections 291 and 226? Short answer: Yes
Brief Overview
This letter…
Chancery Addresses Two Methods for Dissolving Delaware Corporations; No Receiver Appointed 10 Years after Dissolution and No Claims Allowed after 10 Years
By Francis Pileggi on
Posted in Chancery Court Updates
In the Matter of Krafft-Murphy Company, Inc., C.A. No. 6049-VCP (Del. Ch. Feb. 4, 2013).
Issue Addressed
This case addresses a question of first impression in Delaware: Whether a receiver should be appointed more than 10-years after the dissolution of a Delaware corporation when the dissolved corporation’s only assets are liability insurance policies. The…
Court of Chancery Appoints Receiver as Remedy for Contempt in Books and Records Action
By Francis Pileggi on
Posted in Chancery Court Updates
Jagodzinski v. Silicon Valley Innovation Company LLC, C.A. No. 6203-VCP (Del. Ch. Feb. 14, 2012).
Issue Addressed
The issue addressed in this case was whether the Court of Chancery should grant a Motion for Contempt and for the Appointment of a Receiver in connection with a failure to comply with a prior order entered…
Chancery Appoints Receiver to Dissolve and Wind-Up Corporation
By Francis Pileggi on
Posted in Chancery Court Updates
Williams v. Calypso Wireless, Inc., C.A. No. 7140-VCL (Del. Ch. Feb. 8, 2012).
Issue Addressed
Whether it was appropriate to appoint a receiver to dissolve Calypso Wireless, Inc.?
Short Answer
The Court of Chancery appointed a receiver to dissolve Calypso and wind up its affairs in light of Calypso’s failure to comply with an order…
Court Addresses Question of Appointment of a Receiver for Defunct Corporation to Deal with Insurance Policies and Latent Asbestos Claims
By Francis Pileggi on
Posted in Chancery Court Updates
In the recent decision styled as: In The Matter of Krafft-Murphy Co., Inc., CA No. 6049-VCP (Del. Ch. Nov. 9, 2011), read opinion here, the Court addressed the unusual and novel issue of whether a receiver can be appointed under 8 Del. C. § 279 for a dissolved insulation company for claimants who suffered…
Chancery Appoints Receiver Pursuant to § 17-805 to Oversee Winding-up of Dissolved LP
By Francis Pileggi on
Posted in Chancery Court Updates
Techmer Accel Holdings, LLC v. Amer, C.A. No. 4905-VCN (Del. Ch. Dec. 29, 2010), read opinion here.
Issues Addressed
This 36-page opinion from the Delaware Court of Chancery involved the appointment of a receiver pursuant to Section 17-805 of the Delaware Limited Partnership Act in order to oversee the winding up of the limited…