This is outrageous, folks! A $30,000 a day fine for
TransPerfect CEO Philip Shawe imposed by Delaware Chancery Court’s Chancellor
Andre Bouchard. Look how badly it seems they want to hide these bills! They’re
willing to try to override the Nevada court, where this first started. They are
willing to throw away a contract that says TransPerfect gets to see the bills
and pretend the contract doesn’t exist. And they’re willing to go for
“Contempt”charges, which is nearly unheard of! See the New York Law
Journal story below for the sordid details.
What is Skadden and Andre Bouchard so desperately hiding? As
I see it, we already know they didn’t do the work, which we heard from the
testimony from TransPerfect CFO and employees. Are they really that desperate
to hide the truth from the public? I’ve never seen such blatant circling of the
Bouchard and the Delaware Bar Association are in my opinion
doing the dirty work for Skadden Arps. The sad truth is that the truth will
probably never come out. In Bouchard’s court, protection will set you free, but
apparently not the truth. It isn’t so bad if you’re the one being protected, is
it?! If you’re not among the protected, you’re done for, apparently? The
blatant bias and appearances of impropriety are astonishing in this ongoing,
I think this is outrageous! Do you?! Let me know your thoughts.
Scroll down for the story…
Shawe, TransPerfect Hit With Sanctions by Del. Chancellor Over Custodian Billing Dispute
Thursday’s ruling was the latest turn in Philip Shawe’s
long-running feud with the Chancery Court and its appointed custodian, even
after he secured full control of TransPerfect in a 2018 court-ordered auction.
By Tom McParland | October 17, 2019
Chancellor Andre Bouchard on Thursday held Philip Shawe and
TransPerfect Global Inc. in contempt for refusing to pay the bills of the
court-appointed custodian charged with overseeing the company’s forced sale in
In a 37-page memorandum opinion
Bouchard said Shawe and his profitable New York-based
translation-services company “intentionally and willfully” violated court
orders and sought to use a Nevada lawsuit to undermine the Chancery Court’s
exclusive jurisdiction over the years-long dispute.
Bouchard’s ruling required TransPerfect to pay all of
custodian Robert Pincus’ fees and expenses, and ordered the New York-based firm
to pay a $30,000-per-day fine if it does not dismiss the Nevada suit by Oct.
21. If the case remained pending as of Oct. 31, Bouchard said he would consider
ratcheting the sanctions even higher.
“Awarding this sanction is particularly appropriate given
the intentional and willful nature of the contempt violation, including
respondents’ insistence on pressing its prosecution of the Nevada action in the
face of the contempt proceedings,” he said. Thursday’s ruling was the latest
turn in Shawe’s long-running feud with the Chancery Court and its appointed
custodian, even after he secured full control of TransPerfect in a 2018
court-ordered auction. Shawe has been fiercely critical of Bouchard’s
handling of the case and has publicly advocated for
increased transparency on the Chancery Court.
Last month, a TransPerfect-linked group ran an ad targeted
at Delaware viewers of CNN calling out Bouchard’s wealth and connections in a
pressure campaign aimed at keeping him from being nominated to an opening on
the state Supreme Court. A spokesman for Shawe has denied any involvement, and
the group’s leader said it had taken no money or direction from Shawe.
The latest legal spat centered on bills Pincus submitted for
some expenses he incurred following the sale, including costs related to two
related lawsuits in New York state and federal court.
Shawe refused to pay, saying that it should be able to
access itemized expenses detailing the charges. In August, the company sued in
its new home state of Nevada for a declaration that it is under no obligation
to indemnify Pincus for his role as a former tie-breaking director of TransPerfect.
Pincus, for his part, called the suit a “vexatious” attempt
to justify Shawe’s “flagrant violation” of the Chancery Court’s previous
orders, and asked Bouchard to hold Shawe and TransPerfect in contempt by
assessing “meaningful” monetary sanctions, as well as an anti-suit injunction
to protect the Delaware court’s jurisdiction.
Both sides argued the motion Oct. 10 in a hearing that
stretched on for
approximately three hours.
Bouchard said Thursday that the Nevada complaint
misrepresented Pincus’ role as a former director, rather than a custodian
overseeing the company’s sale.
“Putting aside that this distinction is legally irrelevant
to the applicability of the indemnification and compensation provisions in this
court’s orders,there is strong evidence … that respondents knew they were
concocting a false narrative in portraying the custodian’s role in this
manner,” Bouchard wrote.
“Respondents did so in an apparent attempt to circumvent the
exclusive jurisdiction provision in the final order … by suggesting that the
indemnification provisions in this court’s orders would not apply to the
custodian’s service as a director,” the ruling said.
Bouchard said the company and its attorneys then “doubled
down” by continuing to press the lawsuit in the face of the contempt motion in
Skadden, which represents Pincus, said Shawe and
TransPerfect had been “rightly sanctioned” for pursuing “meritless claims” in
“Once again, Shawe’s attempt to ’cause pain’ to others
through frivolous litigation has backfired against himself and TransPerfect,”
the firm said in a statement.
Martin Russo, an attorney for Shawe, meanwhile, slammed the
ruling as “devoid of merit.”
“Today’s decision is weak on the law and avoided the pink
elephant in the room —Pincus’ steadfast refusal to show the company why it is
being billed tens of thousands of dollars with the promise of higher amounts in
the future,” he said in a statement.
decision today was activism intended to arrive at a conclusion which is not
borne out in his orders or the documentation—that is, [that] he now says
everything Pincus did as a director was also done as a custodian,” Russo said,
promising that “strong appeals will be forthcoming.”
A spokesman for Shawe did not say when or if TransPerfect
would begin paying the fines or whether it planned to have the Nevada suit
dismissed by Monday’s deadline.