From the This is a wildass guess Department,
I have NOT taken the time to study Delaware law, BUT, firing from the Lip:
What is going on is that it sounds like Delaware did the same thing the Federal courts did. There used to be a summary judgment motion, and a motion for judgment on the pleadings, and a motion call a "demurrer", which is basically Latin for, "Yeah? So What"
Some courts have combined all these into a general motion to "dismiss" which is what Delaware may have done.
So, summarizing a whole lot of technical law, That would mean that the Judge is doing the following: he is looking for any reasonable cause upon which relief might be granted. If he finds none, he will dismiss Walter's suit.
He may just refuse to grant an injunction, which would allow the vote to stand, but would give walter a chance at money damages, only.
I don't think he has any problem with one of Walter's issues. Walter alleges fraud in the projections of the merged company.
No can do, Waltee Boo.
You can't fraudulently predict the future. Since no can really see the future, you can't lie about it. HP could have lied about the current data used to predict the future. That is what the Judge is now looking for. But carly is not that stupid, if you are going to lie, why lie about an existing fact, when you can lie about your opinion of that existing fact. The latter is the meat of dismissal.
Walter will lose on this point.
The other is the Duechmark Bank vote change. If the company bought the vote with a binding contract, that would me a voter trust, which is illegal, and would probably be sufficient to create some problems.
But if they just did it to make management happy, knowing that a happy management would give them business, the the Yeah, so what "demurrer" type motion to dismiss obtains and again,
Walter looses.
This is what the Judge is making sure there is NO evidence of, now. I.e., that there is NO evidence of any binding contract.
This is the difference: Vote for me, and I obligate myself legally to borrow the money from you.
or,
Vote for me, and I will do every thing I legally can to give you the business.
The first, Walter wins, the 2nd, Carly wins.
Under the old Summary Judgment Motion, if there is ANY theory offered, the [HP] SJ must be denied, even if the chances of it being proved are slim and none. That test is lessened by the new combined motion.
Duke, J.
Do not rely.........., etc etc.
Duke.
there will be a short quiz following the lecture. :))) |
