Stay informed on the latest legal developments impacting employee ownership with timely and concise summaries of key cases and rulings. Learn more about this digest »
Corey Rosen
In Secretary of Labor v. Potts, 2021 No. 20-3856, (6th Cir., Nov. 24, 2021, unpublished) a circuit court ruled that a DOL lawsuit against an ESOP trustee in a valuation case is not covered by the company’s professional liability insurance policy because the policy expressly excluded ESOP issues from coverage.
Corey Rosen
In Horan et al v. Goal Structured Solutions, Inc. Employee Stock Ownership Plan et al, 3:20-cv-02290 (S.D., Calif. Nov. 2, 2021) a district court said that plaintiffs could proceed with a claim for equitable relief.
Corey Rosen
In Radcliffe v. Aetna, Inc., No. 3:20-cv-01274, 2021 WL 4477408 (D. Conn. Sept. 30, 2021) a district court said that plaintiffs failed to state a claim concerning the continued holding of Aetna stock while the stock price was artificially inflated.
Corey Rosen
In In re Trib. Co. Fraudulent Conv. Litig., 10 F.4th 147 (2d Cir. 2021), reh’g en banc denied, No. 19-3049 (2d Cir. Oct. 7, 2021), the Second Circuit upheld lower court rulings that officers, board members, and various advisors (including GreatBanc as ESOP trustee and Duff & Phelps as a financial advisor) could not be sued by the bankruptcy trustee for fraudulent conveyance.
Corey Rosen
A complaint filed by the Department of Labor in Walsh v. Peterson et al., No. 4:21-cv-0086, (E.D. Tex. Oct. 29, 2021) raises a potentially troublesome line of argument for ESOPs.
Corey Rosen
Continuing a recent series of court decisions, in Cedeno v. Argent Tr. Co., No. 20-CV-9987 (JGK), (S.D.N.Y. Nov. 2, 2021) a district court ruled that an arbitration agreement precluded participants “from seeking relief for the plan as a whole, a form of relief that is otherwise provided for by ERISA” and that such action is contrary to the language and intent of the law.
Corey Rosen
Gamino v. KPC Healthcare allows ESOP participants to challenge an alleged overvaluation, with claims against trustee, company, and former owner allowed.
Corey Rosen
In a very similar case on arbitration Henry v. Wilmington Trust et.al., No. C.A. 19-1925 DM (DC, Del., Sept. 10, 2021), a district court ruled that a plaintiff (Henry) could pursue his claim that an ESOP had overpaid for the shares at SSC Ventures.
Corey Rosen
In Myers v. Administrative Committee Seventy Seven Energy Retirement Plan, No. CIV-17-200-D (W.D., Okla., Sept. 29, 2021), a district court disallowed a class-action lawsuit to continue concerning the spinoff of Seventy Seven Energy from Chesapeake Energy. Chesapeake Energy stock continued to be held in the Seventy Seven’s 401(k) plan but declined in value.
Corey Rosen
In Foster v. Adams & Assocs., Inc., No. 3:18-cv-02723-JSC (N.D. Cal. Sept. 26, 2021), a class of current and former employees agreed to pay $3 million to settle allegations that trustees and board members of Adams & Associates, a Job Corps contractor, participated in prohibited transactions, failed to make required disclosures, and improperly agreed to indemnification.
