After a hearing in the Delaware Court of Chancery today, Chancellor Kathaleen St. J. McCormick found in favor of Prince Legacy.
LLC’s current managers, directing that L. Londell McMillan and Charles Spicer remain the company’s managing members while their lawsuit against certain members who sought to change the LLC agreement and add themselves as managers is pending.
At the conclusion of Prince’s Estate in 2022, McMillan, Spicer, and a number of Prince’s heirs and beneficiaries formed Prince Legacy LLC to hold and oversee the 50% of Prince’s assets that the surviving family members and friends acquired from the Estate. Tyka Nelson, Omarr Nelson, and Alfred Jackson, among other heirs and family members, sold their stakes to Primary Wave’s Prince OAT Holdings, LLC during the probate process, as has been extensively documented. Prince Legacy was established to shield its members from outside parties attempting to hijack Prince’s property. As directed by the Probate Court in 2022, Prince’s assets are owned and jointly managed by Prince Legacy and Prince OAT Holdings.
Sharon Nelson allegedly tried to sell some of her member shares after the Estate closed and started making irrational demands that the managers and members felt were not in the best interests of the business and Prince’s legacy, in breach of the LLC agreement between the company and the members. The acts of Sharon Nelson, Norrine Nelson, Breanna Nelson, Allen Nelson, and other members of Prince Legacy LLC were eventually sued earlier this month by McMillan and Spicer, two of Prince’s longstanding friends and Johnny Nelson’s nephew. According to the plaintiffs’ claim, these other Prince Legacy members improperly tried to change the LLC agreement of the business in order to facilitate the sale of their shares and to unseat McMillan and Spicer as managers and replace them.
In opposition to the Status Quo Order, the attorneys for Defendants Sharon, Norrine, Breanna, and Allen—all of whom were not present at the hearing—argued that Defendants should now co-manage Prince’s intricate and valuable estate. McMillan and Spicer contended that this proposal would irreversibly harm the business at a time when Prince Legacy is experiencing significant success. In response to these objections, Chancellor McCormick issued the Status Quo Order, retaining McMillan and Spicer in command of Prince Legacy until a further decision regarding the amendment’s legality.
Upon doing so, she determined that the Plaintiffs had satisfied the necessary conditions to be granted the Status Quo Order, which included proving that the Plaintiffs had adequately asserted their legal claims under Delaware law, that Delaware law supported the status quo, and that the balance of the equities supported maintaining McMillan and Spicer’s control over the Company. Additionally, Chancellor McCormick dismissed the Defendant’s contention that the Delaware courts lack jurisdiction over the Plaintiffs’ legal claims.
In the event that the action moves forward in the Court of Chancery, McMillan and Spicer will continue to serve as Prince Legacy’s managers, guaranteeing the company’s continuous stability.
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