File Malpractice & Derivative suit for Negligent & Fraudulent Misrepresentation against Weil Gotshal 24-Apr-10 09:02 pm
Just an effort for consensus
WMI shareholders allege that WMI BOD/Lawyers misrepresent the firm's financial condition, which is known within the firm as solvent.
1) To establish a negligence claim, the plaintiff must show that the defendant owed them a duty, acted unreasonably, and caused them an economic injury.
2) To establish a fraud claim, the plaintiff must show that the defendant intentionally communicated a misrepresentation upon which they relied.
3) To establish a tortuous interference claim, the plaintiff mush show that the defendant intentionally interfered with their economic activity.
Negligent Misrepresentation:
Weil & Gotshal (Rosen) negligently told its client/JMW and subsequently submitted POR which illustrates that the parties have entered into a settlement agreement without getting written consent from all parties including FDIC thus supporting "information negligently supplied for the guidance of other."
McCamish, Martin, Brown & Loeffler v. V. F. E. Appling Interests,
http://writ.news.findlaw.com/sebok/20020304.html
Fraudulent Misrepresentation:
Weil & Gotshal (Rosen) actions on March 12, 2010 regarding settlement represented “fraud on the market." Misrepresentation of fact affected the price of the stock and some buyers and sellers relied on it causing irreparable damage to them.
Texas' Section 531
http://en.wikipedia.org/wiki/Misrepresentation
Caution:
Seeking a remedy from fraudulent suit as against derivative suit; attorneys for the plaintiffs should invite the court to carve out an exception to the bar against shareholder fraudulent misrepresentation suits when a corporation is in bankruptcy, and the derivative suit alternative therefore will be fruitless.
http://writ.news.findlaw.com/sebok/20020304.html
Derivative Suit
If the managers or board of trustees fail to protect the corporation's interests, then the shareholder can bring a derivative action. This logic may make some sense when a company is solvent, and the shareholders' derivative suit can be used to bring money back into the corporation -money that that simply may increase the company's stock price, to shareholders' benefit.
We need to prove that the attorney's failure to investigate the assets would have actually led to a higher award.
Cobalt Multifamily Investors I, LLC v. Shapiro, 2009 WL 2058530 (S.D.N.Y. July 15, 2009)
The shareholders have the authority to stop the fraud, and would have done so had they known about it. As a result, shareholders have the authority to remove the Lawyers/Owners/Managers/BOD....
http://www.legalmalpracticelawreview.com/2010/04/articles/jurisdictions/new-york/standing-to-assert-legal-malpractice-the-wagoner-rule-adverse-interest-exception-and-sole-actor-rule/