Three Advance Opinions from 6-6-24

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1 month 1 week ago #251 by Joseph Allan Tommasino
(1)



IN RE: PARAMETRIC SOUND CORP. SHAREHOLDERS' LITIG. C/W 84971, 85358,



140 Nev. Adv. Op. No. 36



June 6, 2024



nvcourts.gov/supreme/decisions/advance_opinions



Consolidated appeals from district court orders granting judgment on partial findings under NRCP 52(c) (Docket No. 83598), denying attorney fees (Docket No. 84971) and awarding costs (Docket No. 85358) in a corporate shareholder action. Eighth Judicial District Court. Clark County; Susan Johnson, Judge.



Affirmed (Docket No. 83598), reversed and remanded (Docket No. 84971), and affirmed, in part and, reversed in part (Docket No. 85358).



BEFORE THE SUPREME COURT, STIGLICH, PICKERING, and PARRAGUIRRE, JJ.



By the Court, PARRAGUIRRE, J.:



Issue:



“In Parametric Sound Corp. v. Eighth Judicial District Court (Parametric I), 133 Nev. 417, 401 P.3d 1100 (2017), a group of shareholders filed a class action lawsuit challenging Parametric Sound Corporation's merger with VTB Holdings, Inc. (VTBH). On writ review, we determined that the complaint should be dismissed for failure to plead a direct, as opposed to a derivative, claim but granted the class leave to replead certain claims (equity expropriation claims) that may have been direct pursuant to Gentile v. Rossette, 906 A.2d 91 (Del. 2006), overruled by Brookfield Asset Mgmt., Inc. u. Rosson, 261 A.3d 1251 (Del. 2021). Parametric I, 133 Nev. at 428-29, 401 P.3d at 1109-10.



The Parametric / parties subsequently settled, but PAMTP, LLC--comprising former shareholders who opted out of the Parametric I class settlement--brought this distinct case in May 2020.



Adhering to Parametric I, PAMTP's complaint couched its claims as ‘equity expropriation’ claims that were direct under Gentile.



The district court disagreed, finding that PAMTP had failed to plead a direct claim, and granted respondents judgment under NRCP 52(c) in September 2021.”



Brief Answer:



“We conclude that the district court correctly determined that PAMTP failed to plead a direct claim.



Following the judgment, but prior to PAMTP's appeal, the Delaware Supreme Court overruled Gentile and held that most equity expropriation claims are ‘exclusively derivative.’ Brookfield, 261 A.3d at 1266.



Gentile’s overruling largely forecloses a direct claim under a theory of equity expropriation.



Moreover, we conclude that PAMTP has not satisfied Delaware's ‘direct harm test’ adopted by this court in Parametric I. 133 Nev. at 427, 401 P.3d at 1108.



Thus, the district court did not err in granting respondents judgment under NRCP 52(c), and we affirm the appeal in Docket No. 83598.





However, we reverse in part the district court's costs award to respondents in consolidated Docket No. 85358 and reverse and remand the district court's order denying respondents attorney fees in consolidated Docket No. 84971.”



(2)



IN RE: PETITION OF KATHERINE ANNE P.,



140 Nev. Adv. Op. No. 37



June 6, 2024



nvcourts.gov/supreme/decisions/advance_opinions



Appeal from a district court order setting aside an adoption decree. Eighth Judicial District Court, Family Division, Clark County; Bill Henderson, Judge.



Reversed.



BEFORE THE SUPREME COURT, STIGLICH, PICKERING, and PARRAGUIRRE, JJ.



By the Court, STIGLICH, J.:



Issue:



“The finality of district court orders is of substantial concern to the judicial system. In the context of an adoption proceeding, finality plays a particularly elevated role because adoptions provide needed stability to children and their adoptive families. Accordingly, only parties to the proceeding, entities in privity with those parties, or nonparties whose rights are directly affected by the court order have standing to seek NRCP 60(b) relief from an adoption decree.



In the underlying matter, the district court adjudicated an adoption petition while a petition for guardianship filed by the child's grandparents was pending.”


Brief Answer:



“Given that the grandparents were not parties to the adoption proceeding, were not in privity with any such party, and did not have interests directly affected by the proceeding, they lacked standing to file an NRCP 60(b) motion to set aside the adoption, and the court therefore erred in granting their motion.



We conclude that neither the grandparents' familial relation with their grandchild, standing alone, nor the pending guardianship petition conferred standing to challenge the adoption.



We therefore reverse the district court order setting aside the adoption.”



(3)



IN RE: APPLICATION FOR CHANGE OF NAME (LOWRY),



140 Nev. Adv. Op. No. 38



June 6, 2024



nvcourts.gov/supreme/decisions/advance_opinions



Appeal from a district court order denying a petition for an adult change of name. Eleventh Judicial District Court, Pershing County; Jim C. Shirley, Judge. Reversed and remanded.



Reversed and remanded.



BEFORE THE SUPREME COURT. HERNDON, LEE, and BELL, JJ.



By the Court, HERNDON, J.:



Issue:



“While in prison, appellant Christopher Lowry filed a petition to legally change his name for religious reasons. The district court denied Lowry's petition based on the legislative history of the name-change statutes. It found that because Lowry was convicted of a sexual offense against a minor and could not seal his records, he also could not change his name. Lowry contends this was error.”



Brief Answer:



“We agree and hold that the name-change statutes permit incarcerated felons to change their names, regardless of the offense for which they were convicted, as long as good reason exists for the change.



The district court's concerns about certain felons obviating the record-sealing requirements are not salient here because the name-change statutes require that an applicant's criminal history follows them to their new identity.



The district court erred in its analysis and applied an incorrect legal standard to Lowry's petition, so it lacked a substantial basis to deny Lowry's requested name change.



Accordingly, we reverse the order denying the name-change petition and remand the matter to the district court for a determination under the correct standard.” 



Joe T.

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