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1
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AMENDED ANSWER TO COMPLAINT FOR SUMMARY RELIEF
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EXTRACTED KEY WORDS
COMPLAINT PARAGRAPH SUNBEAM DENIES SUNBEAM ADMITS DUNLAP KERSH COURT RESPECTFULLY REFERS INFORMATION SUFFICIENT LITIGATION EXPENSES TRUTH EXHIBIT DELAWARE GENERAL CORPORATION GENERAL CORPORATION LAW COUNSEL FIRST SENTENCE RESPONSES OPINION PURSUANT AMOUNT CONSULTANT REVIEW SUNBEAM REALLEGES INCORPORATES REFERENCE PRECEDING PARAGRAPHS REQUESTS ENTITLEMENT THEREOF |
t7Ll
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY
ALBERT J. DUNLAP and RUSSELL A. :
KERSH,
Plaintiffs, C. A. No. 18243-NC
V .
SUNBEAM CORPORATION,
Defendant.
AMENDED ANSWER TO COMPLAINT FOR SUMMARY RELIEF
PURSUANT TO SECTION 145(k) OF THE
DELAWARE GENERAL CORPORATION LAW
Defendant Sunbeam Corporation ("Sunbeam"), by and through its
undersigned counsel, submits this Amended Answer to the Complaint of Albert J.
Dunlap ("Dunlap") and Russell A. Kersh ("Kersh") (collectively, the "Plaintiffs") for
summary relief pursuant to Section 145(k) of the Delaware General Corporation Law
(the "Complaint"):
1. Sunbeam admits the allegations contained in the first sentence
of Paragraph 1 of the Complaint, and is without knowledge and information suffi-
cient to form a belief as to the truth of the allegations contained in the second
sentence of Paragraph 1 of the Complaint.
2. Sunbeam admits the allegations contained in Paragraph 2 of
the Complaint, and is without knowledge and information sufficient to form a belief
is to the truth of the allegations contained in the second sentence of Paragraph 2 of
SNIPPETS:
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2
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LETTER OPINION
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EXTRACTED KEY WORDS
PLAINTIFFS SUNBEAM DUNLAP MASTER MATTER REASONABLENESS EXPENSES MOTION AMEND CONFER WILMINGTON RULING EXCEPTIONS FEES TESTIMONY FIRST INSTANCE DEFENDANT PRECISE MANNER EXPENDITURES INVOICES EVIDENCE CONNECTION FINANCIAL RESTATEMENT ARTICULATE ASSERTION DEFER POTENTIAL MOTION COMPEL PARTICULARS |
COLIRT OF C HANCERY
OF THE
STATE OF D ELAWARE
W ILLIAM B. CHANDLER III THE FAMILY COURT
CHANCELLOR P.O. BOX 58
G E O R G E T O W N, D
December 28, 2000
`VIA FAX AND U.S. MAIL
Donald J. Wolfe, Jr.
IKevin R. Shannon
Potter Anderson & Corroon
P.O. Box 951
Wilmington, DE 19899
Thomas J. Allingham, II
Bradley J. Enna
Sltadden Arps Slate Meagher & Flom
P.O. Box 636
Wilmington, DE 19899
Re: Dunlap, et al. v. Sunbeam Corp.
Civil Action No. 18243
Dear Counsel:
I have your correspondence in this case. After considering your
respective positions, this is my decision on the substantive and procedural
issues outstanding.
First, I am not persuaded by plaintiffs that this matter is not
appropriate for referral to a Ma:ster. Appointment of a Master will not delay
this matter because I will not allow it to be delayed. The Court's Master is
Dunlap v. Sunbeam
C.A. No. 18243
September 28, 2000
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3
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ANSWER TO COMPLAINT FOR SUMMARY RELIEF
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EXTRACTED KEY WORDS
COMPLAINT PARAGRAPH SUNBEAM DENIES SUNBEAM ADMITS DUNLAP KERSH COURT INFORMATION SUFFICIENT RESPECTFULLY REFERS LITIGATION EXPENSES TRUTH EXHIBIT DELAWARE LAW COUNSEL FIRST SENTENCE RESPONSES SUMMARY RELIEF PURSUANT GENERAL CORPORATION LAW PLAINTIFFS OPINION AMOUNT CONSULTANT INCORPORATES REFERENCE PRECEDING PARAGRAPHS ENTITLEMENT REQUESTS SUNBEAM REALLEGES |
1N THE COURT OF CHANCERY OF TJ-IE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY
ALI3ERT J. D1JNLA.P and RUSSELL :
A. KERSH,
Plaintiffs, C. A. No. 18243-NC
v.
SUNBEAM CORPORAT[ON,
Defendant.
ANSWER TO CG~MPLAINT FOR SUMMARY RELIEF PURSUANT TO
sJ:CTION 145fkjJl)F' THE DELAWARE GENERAL CORImTION LAW
Defendant Sunbeam Corporation ("Sunbeam"), by and through its
undersigned counsels submits this Answer to the Complaint of Albert J. Dunlap
(" Dunlap") and R.u:;sell A. Kersh ("Kersh") (collectively. the "Plaintiffs") for
summary relief pursuar t to Section I45( k) of the Delaware General Corporation Law
(the "Complaint"):
1. Sunbeam admits the allegations contained in the first sentence
of' Paragraph 1 of the Complaint, and is without knowledge and information suff-
cient to form a belief as to the truth of the allegations contained in the second
sentence of Paragraph of the Complaint.
2. Sunbeam admits the allegations contained in Paragraph 2 of
the Complaint, a:ld is: without knowledge and information sufficient to form a belief
is to the truth of t:ne al legations contained in the second sentence of Paragraph 2 of
ihc `Komplaint.
:i Sunbeam admits the allegations contained in Paragraph 3 of
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4
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COMPLAINT FOR SUMMARY RELIEF PURSUANT TO SECTION 145(K) OF THE DELAWARE GENERAL CORP. LAW
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EXTRACTED KEY WORDS
LITIGATION EXPENSES KERSH DUNLAP PLAINTIFFS COURT REASONABLENESS PAY SECURITIES ACTIONS REQUESTS CHANCERY AGREEMENT OPINION CONSULTANT DIRECTORS OFFICERS FEES BYLAWS OBLIGATIONS FULLY SET DELAWARE COUNSEL DETERMINATION CONNECTION FORBEARANCE AGREEMENT PAYMENT REVIEW REPORT HERETO AMOUNTS |
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY
AL,BERT .J. DUNLAP and RIJSSELL A. KERSH,
Plaintiffs,
V.
SUNBEAM CORPORATION,
a Delaware corporation,
Defendant.
COMPLAINT FOR SUMMARY RELIEF PURSUANT TO I:
SECTION 145(k) OF THE DELAWARE GENERAL CORPORATION .LA%'
Plaintiffs Albert J. Dunlap and Russell A. Kersh, by and through their
undersigned counsel, Potter Anderson & Corroon LLP, seek summary relief for the claims set
forth herein, pursuant to Section 145(k) of the Delaware General Corporation Law.
PARTIES TO THE ACTION
1. Plaintiff Albert J. Dunlap is a former Chief Executive Officer and
Chairman of the Board of Defendant Sunbeam Corporation ("Sunbeam"). Mr. Dunlap resides in
Boca Raton. Florida.
2. Plaintiff Russell A. Kersh is a former Executive Vice-President and
Chairman of the Board of Sunbeam. Mr. Kersh resides in Boca Raton, Florida.
3. Defendant Sunbeam is a Delaware corporation with headquarters located
in Boca Raton, Florida.
THE JURISDICTION OF THE COURT OF CHANCERY
-___
4. This action is initiated pursuant to 8 Del. C. 3 145(k), which vests the
Court of Chancery with exclusive jurisdiction to hear and determine all actions for advances of
attorneys' fees, court costs, expert fees, and all other litigation expenses that are recoverable
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