Massachusetts Courts Approve of Accounting Firm Rothstein Kass’ Role as Award Arbiter in Hedge Fund Management Fee Dispute
Hedge Fund Law Report
On April 21, 2010, the Appeals Court of Massachusetts affirmed the decision of the Suffolk County Superior Court of Massachusetts denying a hedge fund’s motion to remove Rothstein Kass & Company, P.C., as independent accountant and deemed arbiter in a management fee dispute. The dispute, between Rajesh and Neelam Idnani (Plaintiffs) and Vikas Mehrotra and his hedge funds Venus Capital Management (VCM), Venus Investment Partners, LLC and Venus Series Trust (together Defendants) had landed in arbitration. There, an arbitration panel had ordered Defendants to pay Plaintiffs either quarterly fees based on Defendants own internal financial report, or, if Plaintiffs’ rejected that report, based on an accounting by an independent third party. As a result, the report of the third-party accountant became the arbitration award, and that firm effectively became the arbitrator for all future disputes. Defendants challenged Plaintiffs’ decision to use Rothstein Kass as the third-party accountant because of perceived bias. The Superior Court rejected this claim. Also, the Appeals Court affirmed because Defendants failed to previously challenge the selection of Rothstein Kass in earlier litigation, and because the firm’s performance was free of “evident partiality,” as required to vacate an arbitrator’s award under the Massachusetts Uniform Arbitration Act. This article summarizes the background and legal analysis of the courts below.