The case of the sale of TransPerfect is a head-scratcher for many reasons.Typically when you have a profitable company and the partners don’t get along, one buys out the other or the enterprise is put on the block.
Homes in the Hamptons or a ski lodge in Vail are great places to lick ones wounds after such experiences.
But when you have what has been described as a “War of the Roses” between the long-estranged lovers who founded the company, you have a mess on your hands.
The case has been in the hands of Chancellor Andre Brouchard (top left photo) and try as he might; no resolution has been reached, even though one of the owners offered to buy out the other for a sizable sum.
In a last-ditch move that has been highly controversial in legal circles Bouchard gave the owners a deadline in selling the company.
Crain’s New York Business, which has followed the case for years, recently painted a portrait of a bitter former couple who somehow kept a business thriving with a 50-50 ownership split.
The standoff has outraged employees who have no control over the fate of the enterprise.
The result is something known as Citizens for a Pro-Business Delaware.
The effort, which smacks of intimidation, includes the hiring of a lobbyist as well as news that the group will send direct mail broadsides claiming that that Bouchard’s decision amounts to judicial over-reach.
A newspaper ad today demanded that Gov. Markell put pressure on Chancery to change the decision. Sorry, we have separation of powers in Delaware. That’s also true in New York.
While a few decisions will be unpopular, corporations understand that the experience and basic fairness of Chancery Court in dealing with difficult corporate cases.
Should a so-called “grassroots movements” succeed, Nevada and other states stand ready to take Delaware’s place.
“Most of these cases settle, because at some point most business people get rational,” Bouchard stated in the Crain’s report. “It’s unbelievable that we’re still here two years later.”
Well said.
