Background
Notorious B.I.G., LLC holds intellectual-property rights associated with the late Christopher Wallace. Wallace’s mother, Voletta Wallace, and his widow, Faith Evans, formed the Company in 2007. After Voletta Wallace died, her assets passed to the Voletta Wallace Revocable Trust, whose sole trustee is Wayne Barrow. Evans manages the Company and has declined to recognize the Trust as a Company member.
Barrow sued for a declaration that the Trust is a member of the Company and later moved for summary judgment. Before Voletta Wallace died, she removed her grandson, Christopher Jordan Wallace, as a trustee. He subsequently brought Pennsylvania Orphans’ Court litigation challenging that removal. Evans and the Company sought to stay the Delaware case pending the Pennsylvania proceeding.
The Court’s Holding
Chancellor Kathaleen St. J. McCormick denied the renewed motion to stay. Barrow had accepted appointment as successor trustee in March 2025, and Pennsylvania law does not suspend a fiduciary’s authority merely because that authority is being challenged. If Christopher Jordan Wallace wanted to bar Barrow from acting for the Trust while the Pennsylvania matter proceeded, he had to seek that relief in Pennsylvania.
The court also held that the Pennsylvania dispute over Barrow’s fiduciary role did not create a factual dispute over the Trust’s asserted Company membership. Under both the original and amended estate plans, Voletta Wallace’s member units passed to the Trust; moreover, the Pennsylvania petition sought reinstatement of an original will that likewise left her entire estate to the Trust. The court therefore found no reason to delay summary judgment.
Key Takeaways
- A pending challenge to a trustee’s or personal representative’s authority did not, on these facts, eliminate Barrow’s present authority to act for the Trust.
- The court found that the Pennsylvania litigation did not materially affect whether the Trust received Voletta Wallace’s Company units.
- A party seeking to restrain a fiduciary during related Pennsylvania estate litigation must seek appropriate relief in that court.
Why It Matters
The decision illustrates that a related out-of-state trust or estate dispute will not automatically stay a Delaware LLC-membership action. The movant must show that the parallel proceeding creates a genuine impediment to resolving the Delaware issue.
Here, the court treated the transfer of the units to the Trust as unchanged under either competing estate plan, allowing the membership dispute to proceed to summary judgment.