Chancery Appoints Liquidating Trustee to Assist With Windup
August 27, 2014
In Comerica Bank v. Global Payments Direct, C.A. No. 9707-CB (Del. Ch. Aug. 1, 2014), the Delaware Court ofChancery appointed a liquidating trustee to assist with and oversee the winding up of Global Payments ComericaAlliance LLC pursuant to Section 18-803(a) of the Delaware Limited Liability Company Act. Alliance was the entitythrough which Global Payments Direct Inc. processed credit and debit card transactions for Comerica Bank. Theparties and sole members of Alliance, Comerica Bank and Global Direct disagreed on how to wind up Alliance.Comerica Bank claimed that Global Direct was intentionally delaying and inhibiting Alliance’s winding up for its solegain and as retribution for Comerica Bank’s termination of its service agreement with Global Direct. Following a twodaytrial, the court determined that Alliance had been properly dissolved and that the parties’ exclusivity andnoncompetition obligations regarding Alliance had ended. The court also agreed with Comerica Bank that Alliancecould not be wound up without appointment of a liquidating trustee.