August 26, 2016
From Law360, Wilmington

Ex-Basho Exec's Chancery Suit Survives Dismissal Bid

by Vince Sullivan

A Delaware Chancery judge on Friday refused to dismiss derivative and individual claims against Basho Technologies Inc. related to a 2014 financing transaction, saying the corporate behavior alleged in a former executive's complaint was so abusive that normally effective defenses don’t hold up under scrutiny.

During a hearing in Wilmington, Vice Chancellor J. Travis Laster said that the lengthy complaint filed by former board chairman and co-founder of Basho, Earl Galleher III, provided sufficient detail to render Basho’s defenses moot. Galleher accused one of the company’s largest corporate stakeholders of forcing the company to accept a financing package that was oppressive and contained aggressive and abusive terms.

Galleher’s attorney, Robert Penza of Polsinelli PC, said his client’s complaint posed sufficient questions about the alleged behavior of the GBI parties that the motion to dismiss should be denied.

“We say we’ve pleaded enough in the complaint that at this point in the case, there’s a dispute of facts that need to proceed,” Penza said.

Galleher and the funders are represented by R. Montgomery Donaldson, Robert Spake and Robert Penza of Polsinelli PC.

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