IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY
ANSAR ABBASI LLC, a New York limited )
liability company, >
Plaintiff,
Civil Action No.
V.
INTELLIRECORDS, INC., a Delaware
corporation,
Defendant.
:,,
COMPLAINT
Plaintiff Ansar Abbasi LLC ("Plaintiff'), upon knowledge as to itself and upon information
and belief as to all other matters, by and through its undesigned attorneys, alleges for its
as follows:
Nature of the Action
1. This is an action brought pursuant to Section 291 of the Delaware
Corporation Law, 8 Del. C. 8 291 ("Section 291"), seeking appointment of a receiver for defendant
IntelliRecords, Inc. ("Defendant") with the authority to take charge of Defendant's assets,
and affairs, and discharge its outstanding debts, including the $59,642.28 owed Plaintiff for
rendered.
The Parties
2. Plaintiff is a limited liability company formed for the practice of law under
ofthe State ofNew York with its principal office at 15 Berkeley Street, London WlXSAE, England.
3. Defendant is a Delaware corporation with its principal place of business in
Rochelle, County of Westchester, New York.
RLFI-2390033-l
SNIPPETS:
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
Plaintiff Ansar Abbasi LLC, upon knowledge as to itself and upon information
seeking appointment of a receiver for defendant
IntelliRecords, Inc. with the authority to take charge of Defendant's assets, business
ofthe State ofNew York with its principal office at 15 Berkeley Street, London WlXSAE,
including aid with the acquisition of interim financing ("Interim
regarding the terms of Plaintiffs engagement in connection with the Interim Financing (the
A copy of the June 27, Engagement Letter is attached hereto as Exhibit
Defendant was to make payment of Plaintiffs legal bills.
Similarly, at Defendant's request, Plaintiff prepared a separate letter agreement dated
200 1 regarding Plaintiffs services in connection with preparation of the PPM (the "June
This letter agreement also disclosed Plaintiffs billing rates and the terms by which Defendant
an email summarizing Plaintiffs fees and expenses in regard to the Interim Financing.
an invoice for these amounts, totaling $48,171.03.
Instead, Mr. Atwal indicated that Defendant would pay %lS,OOO-20,000 in a few days and pay
Defendant is also in default on amounts owed to The Corporation Trust Company
would be liable for such expenses, in accordance with prior conduct among the parties.
Defendant is also unable to satisfy debts currently owed
to other creditors as they arise in the usual course of business.
Delaware has long recognized that a company is insolvent when it is unable to meet
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