Russo PLLC guided TransPerfect and Philip Shawe in the vacatur of fee orders improperly obtained by Custodian Robert Pincus and Skadden Arps and, more importantly, their quest for previously elusive billing detail allegedly supporting the amounts that the court appointed officer sought directly from TransPerfect. Having positioned the battle in the public eye, the team led by Russo PLLC focused on the lack constitutional due process then-existing in the “procedures” that had been established by the Delaware Chancery Court at the request of Skadden Arps. Ironically, the Custodian and his counsel sought to hold TransPerfect and Mr. Shawe in contempt for demanding to see the bills before having to pay them. Much to the Custodian’s surprise, Chancellor Bouchard (under the watchful eye of the press and public) yielded to the clear precedent on the subject, effectively vacating the fee orders, compelling Skadden Arps to produce its bills, and establishing a procedure going forward to challenge the bills on proper notice. Given the extraordinary amount of influence wielded by Skadden Arps in Delaware and Chancellor Bouchard, this result was a significant victory and a first step towards transparency. For additional information, click here and here.
Russo PLLC successfully led a handpicked legal team defending TransPerfect Global Inc. and its owner Philip Shawe to victory in a legal challenge brought by former founder and co-CEO Elizbeth Elting in the Delaware Chancery Court to recover attorneys’ fees under a claim of indemnification. TransPerfect and Mr. Shawe defended the motion on the grounds that it was both filed improperly in violation of due process protections, and Ms. Elting had forfeited her right to indemnification based upon her refusal to allow them to conduct and direct a defense as indemnitors. In dismissing the application, the Chancery court recognized that the theories presented by TransPerfect and Mr. Shawe appeared meritorious and that they likely would disqualify part of the fees sought by Ms. Elting as well as entitle Mr. Shawe to an offset for a retainer previously paid. Ms. Elting did not appeal the ruling. For additional information, click here.
In a precedent setting case, Russo PLLC successfully prosecuted a motion to compel arbitration for its client against Defendants Cantor Fitzgerald Europe (“CFE”). Justice Barry Ostrager of the New York Supreme Court, Commercial Division, found that CFE, like its sister company Cantor Fitzgerald Investment Advisors, L.P., were bound by the provisions of their corporate dispute resolution policy and the employment agreement which required parties to arbitrate before the Financial Industry Regulatory Authority (“FINRA”). As a result, the London-based entity of Cantor Fitzgerald L.P. will be subject to the jurisdiction of FINRA in New York. To read the decision, click here.
The Appellate Division First Department dismissed CFE’s appeal.
Russo PLLC successfully guided Philip Shawe to victory in the Delaware Chancery Court after that court had for the first time in history ordered the draconian remedy of a forced sale of a successful private company against the wishes of half of the shareholders. With Martin Russo serving as the chief strategist, Russo PLLC and a team of exceptional co-counsel from other firms navigated past the negative allegations made by Elizabeth Elting and secured approval of the sale of TransPerfect Global, Inc. to Mr. Shawe. The irony of the case noted by Chancellor Bouchard is that “the undercurrent of [Ms. Elting’s] opposition [to approval of the sale which she requested] reflects an apparent, deep-seated frustration with the fact that the winner of the auction was Shawe….” TransPerfect is the largest translation services company in the world with revenues exceeding $600 million. To read the decision, click here. By Order dated May 3, 2018 written by Chief Justice Strine, the Supreme Court of Delaware affirmed the judgment of the Chancery Court.
Russo PLLC won summary judgment for Little Rest Twelve, Inc., against Defendants Nina Zajic and David Kay for approximately $3.7 million they misappropriated from a restaurant which once operated as the renowned Buddha Bar in the Meatpacking District of Manhattan. Justice Marcy Friedman of the New York Supreme Court, Commercial Division, found without trial that Zajic breached her fiduciary duties in violation of Business Corporation Law 720, and that she and her nephew David Kay (a “manager”) were unjustly enriched at Plaintiff’s expense. The Court further issued a permanent injunction against Defendants and barred them from interfering with the business of the Company. To read the decision, click here.
Russo PLLC won summary judgment for Mutual Benefits Offshore Fund, Ltd., in this action to recover approximately $4.3 million in attorney escrowed funds wrongfully taken by the Defendants. Justice Marcy Friedman of the New York Supreme Court, Commercial Division, found without trial that Defendants Emanuel Zeltser and his law firm misappropriated client funds and that judgment was appropriate for breach of fiduciary duty, conversion and unjust enrichment. The Court also granted Plaintiff’s motion to permit the release to MBOF of $7 million held in a joint escrow account. To read the decision, click here.