Bayard has broad experience in all types of business litigation matters in Delaware courts and federal courts. The firm is particularly proud of its expertise in corporate litigation in the Delaware Court of Chancery. The Court of Chancery is the preeminent state court in the nation for the adjudication of corporate matters, given Delaware's reputation as a forum of choice for incorporations and the creation of alternative business entities such as limited liability companies, statutory trusts, and limited partnerships. Bayard litigators have handled numerous types of corporate governance cases, including contests for the control of boards of directors; corporate election disputes; stock appraisal cases; stockholder class and derivative actions alleging breaches of fiduciary duty; proceedings involving the rights of preferred stockholders and debt holders; and expedited proceedings for the inspection of corporate records.
Bayard also handles a variety of commercial disputes in state and federal courts in Delaware and other jurisdictions, in both jury and bench trials. The group's experience includes business contract litigation; construction and mechanic's lien litigation; and environmental cases. We share with our Intellectual Property practice area the ability to represent clients in trade secrets, unfair competition and deceptive trade practice litigation.
Steve B. Brauerman represented a homeowners association in a case brought by residents challenging the use of crossovers to traverse the dunes in a beachside community. The Master dismissed the residents’ claims that an easement prohibited the association from placing crossovers in those locations without the residents’ consent. The plaintiffs’ claims that the crossovers are a nuisance survived a motion to dismiss and will proceed to trial.
Steve B. Brauerman represented David Stockman, former member of Congress and director of the Office of Management and Budget from 1981 to 1985, in an action seeking advancement and indemnification from a limited partnership founded by Mr. Stockman for fees and expenses incurred in defending multiple lawsuits filed against him arising out of his service as a director and officer of Collins & Aikman Corporation (“C&A”). On July 14, 2009, the Court of Chancery issued an opinion granting partial summary judgment to Mr. Stockman on his advancement claim and denying the defendant’s motion to dismiss his indemnification claim.
In an expedited trial Steve Brauerman represented Bank of New York Mellon Trust Company, N.A. (“BNYM”) in its capacity as indenture trustee for the indenture pursuant to which Amylin Pharmaceuticals, Inc. (“Amylin”) issued 3.00% Convertible Senior Notes due 2014 (the “Indenture”). The Indenture contained a provision that accelerated the payment of the notes upon certain events, one of which was the election of a majority of the board of directors that had not been “approved” by the board. The plaintiffs, stockholders of Amylin, and Amlyin entered into a settlement agreement pursuant to which Amylin would “approve” directors nominated by a dissident stockholder if the Court agreed it had the power to do so. The plaintiffs and Amylin then sought a declaration that the board of directors of Amlyin could approve, for purposes of the Indenture, the dissident slate of directors. In an opinion issued on May 14, 2009, the Court of Chancery held, among other things, that the Amylin board had the power to approve the dissident nominees, but held that the question of whether the Amylin board had done so consistently with its contractual obligations was not ripe. Plaintiffs appealed the decision and Peter Ladig argued BNYM’s position in the Delaware Supreme Court. The Supreme Court affirmed the Chancery Court’s opinion by order.
Vanessa R. Tiradentes is representing Maritz Wolff & Co. and Broadreach Capital Partners, LLC, defendants in an action pending in the Court of Chancery arising out of the Four Seasons resort on the island of Nevis. Plaintiffs’ application for a temporary restraining order was denied, and all defendants have moved to dismiss.
Vanessa R. Tiradentes is representing Amsdell Holdings I, Inc. and other parties in an action seeking indemnification from U-Store-It, L.P. for damages arising out of lawsuit brought against the plaintiffs in their capacities are limited partners of U-Store-It, L.P.
Vanessa R. Tiradentes is representing Home Organizers, Inc. (“HOI”) in an action brought by two former directors of HOI seeking advancement of legal fees and expenses incurred by the former directors in defending a lawsuit brought by HOI against them and their related entities.
