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The Court found that plaintiff was an inadequate representative to lead a derivative action.  A derivative action plaintiff has fiduciary obligations to the company on whose behalf he brings a suit.  This plaintiff had no experience in litigation, no involvement in the suit, and only a small stake in the company.  On the point of plaintiff’s…

The principal issue here was insurance coverage for Bank of America’s settlement payments in connection with litigation against it relating to Worldcom. The Court rejected the insurer’s argument the Bank had not suffered a "loss" within the meaning of the policies because the public policy of North Carolina would not permit insurance coverage for claims…

Defendant had entered into a covenant not to compete with his employer, BBF. The assets of BBF, including its contract rights, were acquired by GDX. GDX then terminated defendant’s employment per the agreement, and hired him directly. There was no new non-compete agreement entered into directly between GDX and defendant. Years later, GDX filed for…

Defendant, a veterinarian, had signed a covenant not to compete with his former employer. He was, at the time, the sole shareholder, sole officer, and sole director of his employer, although the management of the company was controlled by an affiliated entity (VetCor). Defendant left the business and sold its stock, but before doing so…

The Court interpreted an earnout provision in an asset purchase agreement, which called for the application of Delaware law. The Court granted relief to the plaintiff, which resulted in an award to the plaintiff of nearly $4 million in stock based upon defendant’s failure to comply with its contractual obligation to provide "outside financial information"…

Plaintiff, who held a default judgment against a North Carolina corporation, sued its directors to collect from them personally. The claims included breach of fiduciary duty, fraudulent conveyance, failure to give notice of dissolution, and piercing the corporate veil.

The directors served discovery aimed at the validity of the amount of the judgment, which potentially…

The Court enforced a forum selection cause calling for the matters in dispute between the parties to be litigated in New York. The parties agreed that the determination of the validity of the clause would be governed by New York law. The plaintiff argued that the defendant should be estopped from claiming the benefit of…