SS Body Armor shareholder gets stay relief in effort to force meeting

By Caroline Salls

Pittsburgh, April 1 – SS Body Armor I, Inc., formerly Point Blank Solutions, Inc., shareholder Jeffrey R. Brooks’ motion for relief from the automatic stay to enforce Delaware state law rights to force the company to hold an annual shareholders’ meeting was approved Wednesday by the U.S. Bankruptcy Court for the District of Delaware.

Brooks said the company has not held a shareholders’ meeting since 2009, and its board opposes a meeting being held at this time.

Brooks argued that SS Body Armor’s failure to hold a meeting since 2009 violates Delaware law and the company’s bylaws.

Meanwhile, the company said its bankruptcy cases have been marked by years of litigation in which “the interests of the Brooks family have been, and remain, directly opposed to the interests of the debtors, their creditors and their shareholders.”

In addition, SS Body Armor argued that a new board of directors would seriously threaten its prospects of rehabilitation.

Despite allowing the stay relief, judge Christopher Sontchi said in Wednesday’s ruling that if the company files an adversary action along with a motion for an injunction, the court “might enjoin the occurrence of the shareholder meeting and/or the implementation of the results of the meeting upon a showing of ‘clear abuse.’”

“The court finds that such action to compel an annual meeting is not barred by the automatic stay,” Sontchi said in his opinion.

“The court further finds that the oppositions to the motion, in effect, seek an injunction of any Chancery Court action to compel a shareholder meeting.” The judge said that injunction “is procedurally deficient pursuant to Federal Rule of Bankruptcy Procedure 7001(7).”

SS Body Armor I, Inc., formerly Point Blank, is a Pompano Beach, Fla., producer of body armor systems for law enforcement and the military. The company filed for bankruptcy on April 14, 2010. Its Chapter 11 case number is 10-11255.

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