Posts tagged "Benefit"

International Brotherhood of Electrical Workers Local No. 129 Benefit Fund v. Tucci, et al. (and eight companion cases) (Lawyers Weekly No. 10-038-17)

NOTICE:  All slip opinions and orders are subject to formal revision and are superseded by the advance sheets and bound volumes of the Official Reports.  If you find a typographical error or other formal error, please notify the Reporter of Decisions, Supreme Judicial Court, John Adams Courthouse, 1 Pemberton Square, Suite 2500, Boston, MA, 02108-1750; (617) 557-1030; SJCReporter@sjc.state.ma.us   SJC-12137   International Brotherhood of Electrical Workers LOCAL NO. 129 BENEFIT FUND[1]  vs.  JOSEPH M. TUCCI & others[2] (and eight consolidated cases[3]).       Suffolk.     November 7, 2016. – March 6, 2017.   Present:  Gants, C.J., Botsford, Lenk, Hines, Gaziano, Lowy, & Budd, JJ.     Corporation, Stockholder’s derivative suit, Merger, Sale of assets, Valuation of stock, Board of directors.  Practice, Civil, Class action, Dismissal.       Civil actions commenced in the Superior Court Department on October 15, October 16, October 19, October 20, October 23, October 28, and October 29, 2015.   After consolidation, a motion to dismiss was heard by Edward P. Leibensperger, J.   The Supreme Judicial Court granted an application for direct appellate review.     Jason M. Leviton (Michael G. Capeci, of New York, & Joel A. Fleming also present) for International Brotherhood of Electrical Workers Local No. 129 Benefit Fund & others. Thomas J. Dougherty (Kurt Wm. Hemr also present) for Joseph M. Tucci & others. John Pagliaro & Martin J. Newhouse, for New England Legal Foundation, amicus curiae, submitted a brief. Ian D. Roffman & Matthew J. Connolly, for Associated Industries of Massachusetts, amicus curiae, submitted a brief.     BOTSFORD, J.  In these consolidated cases, shareholders of a publicly traded corporation claim that a merger transaction proposed by the board of directors will result in the effective sale of the corporation for an inadequate price.  The question we consider is whether they may bring that claim directly against the board members, or must bring it as a derivative claim on behalf of the corporation.  We answer that the claim must be brought derivatively.[4] Background.  The plaintiffs appeal from the dismissal of their first amended class action complaint (complaint)[5] alleging breaches of fiduciary duty by the board of directors of EMC Corporation (EMC) arising from a merger between EMC and Denali Holding Inc. and Dell Inc. (collectively, Dell).  At the time that they commenced these actions, the plaintiffs were shareholders of EMC; the proposed merger would result in the shareholders receiving a cash payment in exchange for their EMC stock.  The plaintiffs’ complaint alleges that they bring the actions on behalf of a class consisting of “all other shareholders of EMC . . . who are or will be deprived of the opportunity to maximize the value of their shares of EMC […]

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Posted by Massachusetts Legal Resources - March 6, 2017 at 3:54 pm

Categories: News   Tags: , , , , , , , , , , , , ,

Things to Know in the South End Today, March 18: Benefit Dinner for Joslin Diabetes

1. Weather: The National Weather Service is predicting a partly cloudy day with a high of 36 degrees.  2. Chefs Benefit Dinner: Join South End chefs Joanne Chang, Andy Husbands and other top Boston chefs for a food tasting to benefit the Joslin Diabetes Center tonight at the Americas Wing at the Museum of Fine Arts. Guests will enjoy an evening of gourmet dishes prepared by some of Boston’s most renowned chefs, and proceeds benefit Joslin Diabetes Center’s Asian American Diabetes Initiative (AADI), which strives to enhance the quality of life and health outcomes for the rising number of Asian Americans living with diabetes, as well as working with Joslin in their commitment to finding a cure. Tickets are $ 250 each. See here for more information.  3. Decoupage Workshop: If you’re interested in learning about the art of decoupage, South End artist Jennifer Sherr is hosting a 4-week decoupage workshop that starts today. The workshop teaches you to decoupage andf faux paint a home decor item. Open to all ages. Cost is $ 95. See here for more information.  4. Evacuation Day: In observation of Evacuation Day, Boston Public Schools will be closed today. What’s this holiday all about It’s the day commemorating the British’s retreat from the city during the Revolutionary War. It also means free parking at meters across the city (2-hour limit still applies). City Hall, community centers and libraries will be open regular hours. Trash and recycling collection will not be affected. 5. Add your events: Do you have a great event coming up at your organization or business? If it’s happening right here in the South End, add it to the Events Calendar! I feature great events every single day in the daily email update, on the homepage and on social media, so add yours to the mix and help get the word out to South Enders about what’s happening in their neighborhood.Click here to add an event.  Things you can do every day on South End Patch: Share your news with the rest of the community. Click here to add an announcement.  Add your events to our events calendar. Click here to sign up for breaking news updates. Want up-to-the-minute news? Click here to follow us on Facebook or Twitter.  Share your thoughts on your community in a blog. Click here to get started. South End Patch

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Posted by Massachusetts Legal Resources - March 18, 2013 at 11:46 am

Categories: Arrests   Tags: , , , , , , , ,