Thread by @innercitypress

REASONABLE DOUBT REDUX: Now Damon Dash has gotten emergency hearing seeking to stop Roc-A-Fella Records from holding a board meeting today at 5 pm. It's about selling the rights to Jay-Z's debut album as an NFT. Inner City Press will live tweet, thread below

Judge Cronan: Are you seeking a Preliminary Injunction as well as a Temporary Restraining Order?
Dash's lawyer: Our papers speak to both. But TRO for now. There's a meeting set for 5 pm, the stated purpose is to adopt bylaws to restrict transfer of shares...

Dash's lawyer: The restriction, we contend, would violate New York law. Only Mr. Dash as the initial and sole director --
[Dash's lawyer Natraj Bhushan has a phone that it breaking in and out. Court reporter says she can't hear. This is no way to try to get a TRO]

Dash's lawyer: Under the proposed bylaws, Mr. Dash could be unreasonably restrained from selling his shares. And they would indemnify Mr. Carter against the lawsuit by Mr. Dash. Mr. Dash is the initial and sole director, but they're trying to cancel that.

Judge Cronan: What's the corporate structure of Roc-A-Fella Records?
Dash's lawyer: In January 1996, Mr. Dash was made the sole director. And that's how it still is.
Judge Cronan: Roc-A-Fella, do you agree?
Roc-A-Fella's lawyer: All 3 shareholders are directors

Judge Cronan: It seems there is no disagreement that there are three shareholders, and two agreed to today's meeting. Why is that contrary to New York law?
Dash's lawyer: The meeting it was done at was unauthorized. And it was objected to.

Judge Cronan: What would be the irreparable injury if the meeting goes forward, in about an hour? Couldn't the outcome be undone?
Dash's lawyer: If this Court lets the meeting go forward, then we couldn't challenge it. If bylaws are changed they could do anything

Roc-A-Fella's lawyer: There's been zero showing of likelihood of success. There was a meeting 25 days ago, and they've known since then there'd be another meeting. They waited - the court should be skeptical.

Roc-A-Fella's lawyer: They haven't hit either prong.
Judge Cronan: Why did Mr. Dash wait until now to make this emergency application?
Dash's lawyer: My client has been investigating. It is difficult to get documents from the state. We answered at 6 am then this

Dash's lawyer: At the first meeting they didn't notice the second. That was done a week ago.
Roc-A-Fella's lawyer: They have had notice with a copy of the bylaws for 10 days. They waited. There's nothing urgent here.

Judge Cronan: I will deny the application for a TRO and preliminary injunctions. The high bar has not been met. I'll cite, Salinger 607 F 3d 68 (2d Cir 2010). Two of the 3 shareholders voted to hold the meeting this afternoon.

Judge Cronan: I'm not pursuaded Jay-Z can't call a meeting of the shareholders. If the shareholders in about an hour pass the bylaws, Mr. Dash could challenge them. Yes, for time he could be subject to needing approval to sell his shares. But it's not irreparable

Judge Cronan: I'll issue an order soon setting a pre-trial conference. Anything more?
Roc-A-Feller's lawyer: No. Dash's lawyer: No.
Adjourned.
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