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    • Denis Ryskamp, derivatively on behalf of Boulder Growth & Income Fund Inc. v. Joel W. Looney, Dean L. Jacobson, Richard I. Barr, Susan L. Ciciora, John S. Horejsi, Stephen C. Miller, Joel L. Terwilliger, Carl D. Johns, The Ernest Horejsi Trust No. 1B, Boulder Investment Advisers LLC, Stewart Investment Advisers, Fund Administrative Services LLC

    Sep. 29, 2012
    Verdicts and settlements
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    Corporations
    Shareholder Derivative
    Breach of Fiduciary Duty

    Denis Ryskamp, derivatively on behalf of Boulder Growth & Income Fund Inc. v. Joel W. Looney, Dean L. Jacobson, Richard I. Barr, Susan L. Ciciora, John S. Horejsi, Stephen C. Miller, Joel L. Terwilliger, Carl D. Johns, The Ernest Horejsi Trust No. 1B, Boulder Investment Advisers LLC, Stewart Investment Advisers, Fund Administrative Services LLC

    Published: Sep. 29, 2012 | Result Date: Aug. 14, 2012 | Filing Date: Jan. 1, 1900 |
    Case number: 1:2010-cv-00842- WJM-KLM Settlement –  $4,000,000

    Court

    USDC Colorado


    Attorneys

    Plaintiff

    Alan J. Statman

    Jeffrey P. Harris

    Brian Giles


    Defendant

    Christian H. Hendrickson

    Wee Y. Ahn

    Judson E. Lobdell
    (Morrison & Foerster LLP)

    Joshua G. Hamilton
    (Latham & Watkins LLP)

    D. Scott Carlton
    (Paul Hastings LLP)

    Randall J. Fons

    Nicole K. Serfoss

    Michael R. MacPhail

    Bruce A. Montoya

    Jordan D. Eth
    (Morrison & Foerster LLP)

    William F. Sullivan
    (Paul Hastings)


    Facts

    Denis Ryskamp, suing derivatively on behalf of Boulder Growth & Income Fund Inc., filed suit against current and former members of Boulder's Board of Directors and other officers of Boulder's co-investment advisers. Ryskamp alleged that Stewart Horejsi, as Boulder's investment manager, manipulated Boulder and its rights offerings, investments and share price for his personal gain at the harm of the company, and that the Board members breached their fiduciary duties by approving certain transaction proposed by its co-investment advisers. Ryskamp brought claims for breach of fiduciary duty, breach of duty of loyalty, aiding and abetting breach of fiduciary duty, corporate waste, gross mismanagement, abuse of control, and unjust enrichment.

    Result

    After the defendants filed motions to dismiss that were pending with the court, the parties settled. As part of the settlement, Boulder would receive $4 million for a settlement fund. A member of the Board has been replaced, and Boulder's insider trading policy would be amended. Its Board members would attend director education programs and a copy of Boulder's code of ethics would be published on its website. The plaintiffs' attorneys were awarded $1.5 million in attorney fees and expenses and the plaintiff was awarded $50,000 as an incentive award that would be paid from the settlement fund.


    #103903

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