ORDER DENYING RESPONDENT'S MOTION FOR RELIEF FROM
THE COURT'S ENTRY OF JUDGMENT
March 5, 2018, the court granted petitioner Benjamin
Feldman's motion for summary judgment under Court of
Chancery Rule 56 for dissolution of Royston, Inc.
("Royston" or the "Company") under 8
Del. C. § 273 and appointed a Receiver to
dissolve the Company.
April 6, 2018, the Receiver submitted a plan of dissolution
for Royston (the "Plan"), which the court approved
on April 9, 2018.
C. In a
letter dated April 17, 2018, Howard Feldman, a trustee of
respondent YIDL Trust (the "Trust"), requested that
the court "dismiss the case and . . . direct [the
Receiver] to stop any actions" due to "two new
revelations." First, Howard argued for the first time
that the estate of his deceased son, Andrew Feldman, legally
owns 100% of Royston's stock, since the stock was never
properly transferred from Andrew's estate to "[his]
and [his] wife's name." Thus, according to Howard,
he and Roberta never had the ability to transfer subsequently
50% of the Company's stock to Benjamin. Second, Howard
alerted the court that the Company "is in a forfeited
condition" and thus "cannot do any business or
operate as a[n] active corporation." Howard appears to
argue that the fact that Royston is in forfeiture precludes
the Receiver from effectuating the Plan.
April 26, 2018, Benjamin opposed Howard's request that
the court modify its decision and order appointing a receiver
to wind-up the affairs of Royston.
THEREFORE, the court having considered the parties'
submissions, IT IS HEREBY ORDERED, this 4th day of May, 2018,
Although neither of the parties referred to Court of Chancery
Rule 60 in their recent submissions, this rule provides the
appropriate framework to consider Howard's April 17, 2018
request, because he seeks relief from the court's order
granting summary judgment in Benjamin's favor on March 5,
2018 and the implementing order for the Plan entered on April
Under Court of Chancery Rule 60(b), "the Court may
relieve a party or a party's legal representative from a
final judgment, order, or proceeding" for certain
(1) Mistake, inadvertence, surprise, or excusable neglect;
(2) newly discovered evidence; (3) fraud . . .,
misrepresentation or other misconduct of an adverse party;
(4) the judgment is void; (5) the judgment has been
satisfied, released, or discharged, or a prior judgment upon
which it is based has been reversed or otherwise vacated, or
it is no longer equitable that the judgment should have
prospective application; or (6) any other reason justifying
relief from the operation of the judgment.
request potentially implicates the second and sixth grounds
for relief in Rule 60(b).
First, Howard suggests that the information in his
letter regarding the stock transfer and the Company's
corporate status is newly discovered evidence. To succeed
under Rule 60(b)(2), the moving party must show that:
 the newly discovered evidence has come to his knowledge
since the trial;  that it could not, in the exercise
of reasonable diligence, have been discovered for use at the
trial;  that it is so material and relevant that it
will probably change the result if a new trial is granted;
 that it is not merely cumulative or impeaching in
character; and  that it is reasonably possible
that the evidence will be produced at the
Howard fails to offer any reason why he could not, through
the exercise of reasonable diligence, have discovered the
evidence submitted with his April 17 letter concerning the
purported "two new revelations" before the court
ruled on Benjamin's motion for summary judgment.
respect to the first matter, the record reflects that Andrew
passed away about nine years ago, in May 2009,  and that Howard
was able to properly handle the transfer of certain other
assets from Andrew's estate. Howard provides no reason
why he did not previously raise the issue of a purported
defect in the stock transfer from Andrew's estate to the
Trust so as to call into question the legitimacy of the
subsequent transfer of 50% of the Company's stock from
the Trust to Benjamin.
respect to the second matter, Howard and his attorney
originally acquired a registered agent for Royston, so Howard
and/or his attorney presumably were aware of any
notifications from Royston's registered agent that
payment was due for its services or any notices from the
Delaware Secretary of State ...