GoodAnchorage.com Lawsuit - Summary Judgment

The summary of a decision from the Superior Court of New Jersey, Chancery Division, dated February 22, 2016, concerns the case Good Anchorage Ltd. v. Dmitry Meleshko-Petrakov, et al.. Both the plaintiff (Good Anchorage Limited, managed by Dietmar Petutschnig and Todd Rapley) and the defendant (Dmitry Meleshko) filed motions for summary judgment. The court denied the plaintiff's motion and granted the defendant's.

Key points from the decision:

1. Plaintiff's Motion Denied: The plaintiff argued that their Operating Agreement entitled them to the source code developed by the defendant. However, the court found ambiguity in the agreement, particularly regarding equity and shares. Dietmar Petutschnig provided contradictory deposition testimony about whether Class A stock had equity, which contributed to the confusion. As a result, the court found material facts in dispute, necessitating a denial of the plaintiff's motion.
2. Defendant's Motion Granted: The court found several mistakes in the Operating Agreement, including issues around stock classes, equity, and Vanuatu legal requirements. These mistakes were deemed significant enough to rescind the agreement. Additionally, the court found that equitable fraud had occurred, as the defendant was misled into believing he had an ownership interest, which he did not receive. Petutschnig and Rapley had communicated to the defendant that he would receive such an interest. The court ruled that these mistakes effectively rendered the defendant's ownership interest in the plaintiff company illusory and unenforceable, further justifying the rescission of the agreement.
3. Outcome: The court rescinded the Operating Agreement and ruled that the defendant was entitled to ownership of the source code. The defendant lost any partnership interest or stock in the plaintiff company. However, the court did not award expenses to the defendant.

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