Document: Bin v. Heckmann Corp., C.A. No. 4802-CC, Chandler, C. (Del. Ch. Jan. 8, 2010)
The Court granted summary judgment in part in favor of plaintiff and found that, notwithstanding that Heckmann’s certificate of incorporation provided for mandatory advancement relating to claims against plaintiff for his actions as a director of Heckmann, the Heckmann by-laws could allow for the imposition of conditions on such advancement. The Court focused on the fact that the bylaws and certificate were drafted and put into place at the same time and were in place when plaintiff became a director of Heckman. The Court, however, found that plaintiff was entitled to indemnification under Section 145(c) of the DGCL in connection with claims by the Company against plaintiff which were dismissed in an earlier action. Finally, the Court denied pre-judgment interest as well as “fees on fees” on the grounds that plaintiff did not succeed on his advancement claim.