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Litigation: Delaware Court of Chancery dismisses case because of improper notarizations

The court ruled the plaintiffs’ Delaware counsel was ultimately responsible for the faulty documents

You would think lawyers would know better by now, but on November 16, 2012, in Bessenyei v. Vermillion Inc., the Delaware Court of Chancery (Vice Chancellor John W. Noble) held that improper notarizations justified dismissal of the party whose signature was improperly notarized.

Plaintiffs Gyorgy Bessenyei and Robert S. Goggin, III sued Vermillion Inc. and certain of its current and former directors because Vermillion reduced the number of seats on its board of directors, which plaintiffs alleged breached the directors’ fiduciary duties. Vermillion moved to dismiss the action because the pleadings contained an improperly notarized signature. Vermillion also sought an award of attorneys’ fees. The court granted Vermillion’s motion to dismiss. Because the dismissal fully remedied the wrong, the court denied the motion for attorneys’ fees.


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John Reed

John Reed is a partner the Delaware office of DLA Piper, where he concentrates his practice on corporate litigation and counseling. He can be contacted...

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