Friday, November 22, 2013

Fisk Ventures, LLC v. Segal case brief

Fisk Ventures, LLC v. Segal case brief summary
2008 WL 1961156 (2008)

The chief executive officer of a limited liability company claimed that representatives of the company breached their fiduciary duties and tortiously interfered with the officer's employment contract. After the court denied the claims, the officer filed a motion for reargument pursuant to Del. Ch. Ct. R. 59(f).

The gist of the officer's motion for reargument on the breach of fiduciary duty claims was that the representatives of the company had different duties under the limited liability company agreement than members. The officer argued that the court ignored this distinction and therefore erred. Additionally, the officer argued that the court misunderstood facts and misapplied the law with respect to the officer's claim of tortious interference with contract. Specifically, he argued that the court misunderstood the limitations imposed by the officer's employment agreement or otherwise misapplied the law by choosing between two reasonable interpretations of the contract.


  • The court found that its prior opinion clearly addressed the duties of the representatives. 
  • Therefore, because the officer failed to demonstrate that the court's decision was predicated upon a misunderstanding of a material fact or a misapplication of the law, the motion for reargument on the fiduciary duty claim failed. 
  • Finally, regardless of whether the court misinterpreted the employment contract, the tortious interference claim failed because the representatives were not strangers to the contract.

The motion for reargument was denied.

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