Document: FGC Holdings Ltd. v. Teltronics, C.A. No. 883-N, Parsons, V.C. (Del. Ch. Jan. 22, 2007)
The plaintiffs moved to recover attorneys’ fees in an action to force a company to register a stock transfer and declare that a director had been validly elected, under the bad faith exception to the American Rule regarding fees, and under the indemnification section of the Delaware General Corporation Law. The Court held that the company’s bad faith in the litigation justified an award of attorneys’ fees, but that a nominated director had no right to indemnification before his election.