Article about Rudolph Giuliani and Chancellor Bouchard Dear Chancellor Bouchard—An unAmerican decision that hurts Delaware’s corporate credibility The article linked here was written by Jeffrey Mordock at Delaware Online, and is a follow up to the looming decision that had been scheduled for Wednesday, April 27th by Delaware’s Chief Chancellor Andre Bouchard – who initially had seemed to be siding with one party, rather than take an equitable stance. The Court of Chancery is Delaware’s equity court and decides what is to happen when there are disputes or legal problems involving a Delaware Corporation. From the rulings so far, the indication was that Bouchard was going to make an extreme decision where a successful company will be forced to be sold. What would you call a situation where a Delaware Corporation named TransPerfect Global, a very successful $500 million dollar company operating in New York City, that hires 4000 people, is being forced by the Chancery Court to be sold, just because one stockholder chooses to be ridiculously unreasonable? What if it is apparent that Delaware’s Chief Chancellor, Andre Bouchard refused to address the evidence presented to him? I call it inequitable, especially when the company will most likely be put up for sale and the many jobs may go overseas, thus risking putting 4,000 people out of work. Does this sound equitable? He balked at it instead. Is it right, is it fair to force a company to be sold and to put sanctions on one of the owners based on irrelevant and misleading information that has nothing to do with fairness. Is it not suspicious or at least the appearance of an impropriety when the presiding Judge who is the sole decision maker on this company’s outcome sits on an educational panel with the plaintiff’s attorney? The bottom line is that a single Judge named Andre Bouchard, Chief Chancellor of the State of Delaware’s Chancery Court is able to arbitrarily make or break a viable company. Seems un-American to this writer. Former Mayor Rudy Giuliani agrees—read the fascinating article below. Samuel Waltz, a writer for the Delaware Business Times, also wrote on this topic and explained the fact of Elizabeth Elting’s desire for a control premium, and how it seemed as if Chancellor Bouchard was considering offering it. Contact Judson Bennett References: Website for TransPerfect Global: http://www.transperfect.com/ Link to Conference in New Orleans: http://www.law.tulane.edu/tlsLifeAfterLS/Files/CLIAgenda-Revised.pdf Respectfully Submitted, JUDSON Bennett-Coastal Network Employees Rally to Save Company As the story continues, 600+ employees of TransPerfect rallied to save the company.They signed and mailed a public letter to Chancellor Bouchard begging not to permit the company the sale to an outsider, and paid for a two page ad featuring the public letter in a Delaware newspaper. On April 27, 2016, Chancellor Bouchard seemed to have yielded a little and taken heed of the various warnings. He blasted the idea of imposing an arbitrary non-compete on half owner Phillip Shawe and suggested he would not allow one. Bouchard also pushed his decision off 30 days and demanded that the parties settle it outside of his courtroom. Court Involvement Should Chancellor Bouchard Demand the two parties settle outside of court? Top of FormDOVER, Del., June 17, 2019 /PRNewswire/ — On June 14, 2019, Citizens for a Pro-Business Delaware volunteers were removed from the Delaware Bar Association’s Bench Brunch where Chancellor Bouchard, who has been a persistent roadblock to Chancery Court reform, served as a panelist for a discussion on “Chancery Changes” and “The Road to Equity.”The volunteers were passing out literature demanding heightened transparency and accountability to the Chancery Court. Citizens for a Pro-Business Delaware, the watchdog group that was created when the Chancery Court forced the sale of TransPerfect—a 5,000-employee company—has committed its efforts to demanding transparency in the Chancery Court’s process. While Bouchard’s quick decisions to move companies to dissolution may create jobs for highly paid lawyers, consultants and accountants, they undermine the State’s pro-business reputation, discouraging prospective businesses from headquartering in Delaware.In the TransPerfect case, Judge Bouchard handpicked a custodian, Robert Pincus of Skadden Arps, who then proceeded to spend millions of dollars, causing TransPerfect employees to suffer higher premiums in health insurance. Bouchard and Pincus’s spending resulted from a series of unprecedented and illogical rulings forcing Delaware’s first dissolution and forced sale of a successful private company. Two years after the conclusion of this case, bills for the tens of millions of dollars involved are still under seal “to protect the sale process,” which has long been over. In TransPerfect, Bouchard and Pincus set a precedent that can now be enforced against other businesses in the future.“The blatant disregard for our volunteer’s freedom of speech is unacceptable and reflects the Chancery Court’s resistance against this campaign for transparency and accountability,” said Miranda Wessinger, President of Citizens for a Pro-Business Delaware. “We will not allow these actions to discourage our efforts to protect Delaware’s pro-business reputation. The current Chancery Court, and most specifically Chancellor Bouchard, are hindering the state’s ability to attract and retain Fortune 500 companies with what has become a runaway corruption train. It must stop.”Delaware is home to tens of thousands of corporations and other business entities. These companies and their employees deserve a fair, transparent system of dispute resolution and mediation. The Chancery Court’s overextension of power is fracturing the trust that large businesses have in Delaware, and with it, Delaware’s tax base.Citizens for a Pro-Business Delaware is a group made up of more than 2,700 members including employees of the global translation services company TransPerfect, as well as concerned Delaware residents, business executives and others. They formed in April of 2016 to focus on raising awareness with Delaware residents, elected officials, and other stakeholders about the issue.While their primary goal of saving the company has been accomplished, they continue their efforts to fight for more transparency in the Delaware Chancery Court. For more information on Citizens for a Pro-Business Delaware or to join the cause, visit DelawareForBusiness.org
Full Page TransPerfect Employee Ad to Bouchard