In Re AMC Entertainment Holdings, Inc. Stockholder Litigation

IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE

IN RE AMC ENTERTAINMENT )
HOLDINGS, INC. STOCKHOLDER ) Consol. C.A. No. 2023-0215-MTZ
LITIGATION )

ORDER DENYING EXCEPTIONS

WHEREAS:

A. On June 9, 2023, nonparty Alexander Holland submitted

correspondence to the Court from Holland titled “Formal Complaint of non-

compliance with courts [sic] order by the defendants and motion for further

investigations of the failed postcard notifications of class members.”1 This order

refers to that correspondence as the “Postcard Correspondence.” On June 12, the

Special Master recommended this Court deny the relief sought in the Postcard

Correspondence (the “June 12 Report”).2

B. On June 21, Holland filed “Exceptions/Opposition to Report and

Recommendation of Special Master Regarding Correspondence from Oheen Imara

and Alexander Holland,3 which the Court has accepted as exceptions to June 12

1
Docket Item (“D.I.”) 465 at 1. Holland dated the Postcard Correspondence May 25. Id.
The Register in Chancery stamped the Postcard Correspondence as filed on June 6, and
loaded it onto the electronic docket on June 9. Id.
2
D.I. 475.
3
D.I. 511. Holland dated the Holland Exceptions June 14. Id. at 1. The Register in
Chancery stamped the Holland Exceptions as filed, and docketed them, on June 21. Id.

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Report (the “Holland Exceptions”). The Court ordered the parties to brief those

exceptions, which they did, culminating in Holland’s reply filed July 11.4

AND NOW, on this 19th day of July, 2023, the Court finds and orders as

follows:

1. As an initial matter, I do not consider new arguments or evidence

Holland introduced in the Holland Exceptions that were not submitted in the

Postcard Correspondence in the first instance.5

2. A hearing on the Holland Exceptions is unnecessary. The Court has

considered de novo the rulings in the June 12 Report.6

3. The Court agrees with the June 12 Report’s conclusion that because

Holland clearly received timely electronic notice of the settlement, as evidenced by

his numerous filings with this Court7 and timely objection,8 he “failed to show

4
D.I. 512; D.I. 541; D.I. 550; D.I. 575. Holland filed a timely opening brief, and the
plaintiffs filed a timely opposition. D.I. 512; D.I. 541; D.I. 550. The deadline for
Holland’s reply was June 28 (D.I. 512), but the plaintiffs never served him with their
opposition. D.I. 550 at certificate of service (indicating the plaintiffs only served counsel
of record via File & ServeXpress); D.I. 575 at 6 (affirming that he “was not served with
plaintiffs[’] reply/opposition”). Because the plaintiffs failed to serve Holland with their
opposition, I consider his untimely reply.
5
Kablaoui v. Gerar Place Condo. Ass’n, 2022 WL 17827089, at *3 (Del. Ch.
Dec. 21, 2022) (“Parties may not introduce new evidence or make new assertions in an
attempt to overturn a Master’s Final Report on exceptions.” (citing Lynch v. Thompson,
2009 WL 1900464, at *2 (Del. Ch. June 29, 2009))).
6
See DiGiacobbe v. Sestak, 743 A.2d 180, 184 (Del. 1999) (citation omitted).
7
E.g., D.I. 110; D.I. 111; D.I. 159.

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good cause to extend any deadlines in the [Scheduling Order With Respect to

Notice and Settlement Hearing], adjourn the settlement hearing, or modify the

already existing proof of notice compliance requirements.”9 In other words,

Holland failed to show personal prejudice to support a finding of “good cause.”

4. As for prejudice to other stockholders, Holland is not an attorney;

representing the interests of other stockholders in this proceeding risks committing

the unauthorized practice of law.10 Holland argues he is “[a] witness – [t]his is not

a matter of representation by a statement of fact that my family members are

8
D.I. 567, Amended Appendix A at row 535 (identifying Holland as having filed a
timely objection with proof of ownership); D.I. 527, Transmittal Affidavit of Daniel E
Meyer ¶ 2 (same); D.I. 528, Ex. P (attaching same); cf. D.I. 518 at 41, 63–64, 69, 72, 74–
75, 79–80, 84 (discussing and citing to an objection Holland submitted).
9
D.I. 475 at 2–3 (footnotes omitted).
10
See Del. State Bar Ass’n v. Alexander, 386 A.2d 652 (Del. 1978); In re Arons, 756
A.2d 867 (Del. 2000) (en banc); id. at 874 (“This Court does not exercise its inherent
authority to regulate the practice of law for the purpose of protecting the financial interest
of the lawyer. Our role is to insure that the public will enjoy the representation of
individuals who have been found to possess the necessary skills and training to represent
others.”); In re Petition of Machette, 852 A.2d 908, 2004 WL 1535729, at *2 (Del. 2004)
(TABLE); Chang v. Childs.’ Advoc. Ctr. Of Del., Inc., 2016 WL 7188105, at *4 (Del.
Super. Dec. 9, 2016) (“The unauthorized practice of law ‘occurs where there is an
exercise of judgment on a legal matter by someone acting in a representative capacity . . .
if it occurs in Delaware, on a matter of Delaware law, by someone not admitted to the
Delaware Bar.’” (quoting Townsend v. Integrated Mfg. & Assembly, 2013 WL 4521087,
at *1 (Del. Super. July 30, 2013))); Del. Health Corp. v. Brooks, 2010 WL 3103669, at
*1 (Del. Com. Pl. July 14, 2010); Snyder v. Martin, 820 A.2d 390 (Del. Fam. 2001).
Persons not admitted to practice law before this Court who represent others before this
Court are subject to prosecution for the unauthorized practice of law by Delaware’s
Office of Disciplinary Counsel. See Machette, 852 A.2d 908, 2004 WL 1535729, at *2.

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uninformed.”11 And yet, Holland takes exception to the June 12 Report for its

“[f]ailure to [a]ddress [c]oncerns” about the purported lack of notice his family

received.12

5. Regardless of Holland’s concerns, he cannot speak for other AMC

stockholders—such as his father and uncle—as to the notice those stockholders did

or did not receive, or when those stockholders received it and his concerns about

other stockholders cannot serve as a basis for his asserted prejudice. While he

agreed “[i]t is and was not my intention to represent other class members before

the court,” he argues that his “concerns go beyond personal prejudice and extend to

the rights and interests of all class members who have been deprived of timely

information.”13 Any concerns that “go beyond personal prejudice” go too far. For

those reasons, the Court agrees with the June 12 Report’s treatment of Holland’s

purported representations on behalf of his family members.

6. The Court further agrees with the June 12 Report’s conclusion that

Holland “failed to make the necessary showing to obtain additional discovery.”14

11
D.I. 511 at 1. Holland did not paginate his notice of exceptions, and it did not include
numbered paragraphs, so I have counted the PDF pages and reference those. D.I. 541 at
2.
12
D.I. 511 at 1; D.I. 541 at 1–5.
13
D.I. 511 at 3; D.I. 541 at 5; D.I. 575 at 4 (“Holland has made it abundantly clear that he
is not seeking to represent anyone before the court, but rather presenting facts and raising
valid concerns.”).
14
D.I. 475 at 3 (footnote omitted).

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7. Finally, the Holland Exceptions also object to the Report and

Recommendation of the Special Master Regarding Objections to the Proposed

Settlement (the “Final Report”).15 Those arguments will be considered in

conjunction with the exceptions Holland timely filed on June 27,16 and any other

exceptions to the Final Report, in the Court’s opinion on the proposed settlement.

8. The Holland Exceptions are DENIED.

/s/ Morgan T. Zurn
Vice Chancellor Morgan T. Zurn

15
D.I. 518; D.I. 541 at 12–15.
16
D.I. 547.

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