Capella Holdings, Inc. v. Anderson ( 2015 )

EFiled: Aug 04 2015 12:21PM EDT
Transaction ID 57649527
Case No. 9809-VCN
COURT OF CHANCERY
OF THE
STATE OF DELAWARE
JOHN W. NOBLE 417 SOUTH STATE STREET
VICE CHANCELLOR DOVER, DELAWARE 19901
TELEPHONE: (302) 739-4397
FACSIMILE: (302) 739-6179
August 4, 2015
A. Thompson Bayliss, Esquire Johnna M. Darby, Esquire
Sarah E. Hickie, Esquire Hiller & Arban, LLC
Abrams & Bayliss LLP 1500 North French Street, 2nd Floor
20 Montchanin Road, Suite 200 Wilmington, DE 19801
Wilmington, DE 19807
Re: Capella Holdings, Inc. v. Anderson
C.A. No. 9809-VCN
Date Submitted: July 30, 2015
Dear Counsel:
In April of this year, the Supreme Court amended its Rule 42 governing
interlocutory appeals. The Court emphasized that interlocutory appeals are rare.
“Interlocutory appeals should be exceptional, not routine, because they disrupt the
normal procession of litigation, cause delay, and can threaten to exhaust scarce
party and judicial resources.”1
1
Supr. Ct. R. 42(b)(ii).
Capella Holdings, Inc. v. Anderson
C.A. No. 9809-VCN
August 4, 2015
Page 2
Counterclaim and Third-Party Plaintiff James Thomas Anderson
(“Anderson”) tests this policy with his effort to take an interlocutory appeal from
the Court’s Letter Opinion and Order of July 8, 2015,2 which granted in part and
denied in part Counterclaim and Third-Party Defendants’ (collectively, “Capella”)
Motion to Dismiss Anderson’s claims.3
Anderson raises two issues for appeal: a procedural one—the notice
pleading standard of Central Mortgage;4—and a substantive one—the unfair price
and process standard of Weinberger.5 No novel or unsettled issue of Delaware law
is involved. Anderson does not challenge the law which the Court applied; instead,
he contends that the Court was wrong in how the law was applied.
Rule 42(b)(iii) identifies eight factors that should guide the trial court “in
deciding whether to certify an interlocutory appeal.” Anderson relies upon the last
one: an interlocutory appeal “may serve considerations of justice.” 6 He argues that
2
Capella Hldgs., Inc. v. Anderson, 2015 WL 4238080 (Del. Ch. July 8, 2015).
3
In addition to Anderson’s claims which were not dismissed, claims of Plaintiff
also remain for resolution.
4
Cent. Mortg. Co. v. Morgan Stanley Mortg. Capital Hldgs., LLC, 27 A.3d 531(Del. 2011).
5
Weinberger v. UOP, Inc., 457 A.2d 701 (Del. 1983).
6
Supr. Ct. R. 42(b)(iii)(H).
Capella Holdings, Inc. v. Anderson
C.A. No. 9809-VCN
August 4, 2015
Page 3
an interlocutory appeal would be beneficial to judicial economy by avoiding
unnecessary or duplicative discovery and by avoiding disputes over the scope of
discovery. In addition, he contends that settlement might be facilitated.
Interlocutory appeals always carry the potential of allowing the judicial
process to work more effectively and efficiently. If, to borrow Capella’s words
describing Anderson’s position, “the Court got it wrong,”7 going forward sooner
with claims that might be revived through an appeal could be beneficial.
That, however, is true about any appeal from a partial granting of a motion
to dismiss. Because Anderson’s analysis would capture so many comparable
decisions, it fails to satisfy the principle that interlocutory appeals should be
exceptional. Also, no balancing of the real costs of an interlocutory appeal,
ranging from delay of proceedings in the trial court to the burden on the Supreme
Court of piecemeal review, has been attempted.
In short, the Court can find no issue or reason, consistent with the policies of
Rule 42, that would support “appellate review before a final judgment.”8
7
Countercl. and Third-Party Defs.’ Br. in Opp’n to Mot. for Certification of
Interlocutory Appeal 17.
8
Supr. Ct. R. 42(b)(i).
Capella Holdings, Inc. v. Anderson
C.A. No. 9809-VCN
August 4, 2015
Page 4
An order refusing to certify Anderson’s proposed interlocutory appeal will
be entered.
Very truly yours,
/s/ John W. Noble
JWN/cap
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