IN THE UNITED STATES DISTRICT COURT 

FOR THE NORTHERN DISTRICT OF ILLINOIS 

EASTERN DIVISION 

MARVIN H. MAURRAS REVOCABLE 

TRUST, DERIVATIVELY AND ON 

BEHALF OF ACCRETIVE HEALTH, INC., 

PLAINTIFF, 

vs. 

EDGAR M. BRONFMAN, JR., J. MICHAEL 

CLINE, STEVEN N. KAPLAN, STANLEY 

N. LOGAN, DENIS J. NAYDEN, ARTHUR 

H. SPIEGEL, III, MARY A. TOLAN, MARK 

A. WOLFSON, 

DEFENDANTS, 

and 

ACCRETIVE HEALTH, INC. 

NOMINAL DEFENDANT. 

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Case No. 12-cv-03395 

Judge: Hon. Gary Feinerman 

(caption continued on next page) 

MEMORANDUM OF LAW IN SUPPORT OF MOTION FOR REASSIGNMENT

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ROBERT HAITH, derivatively on behalf of 

ACCRETIVE HEALTH, INC., 

Plaintiff, 

vs. 

EDGAR M. BRONFMAN, JR., J. MICHAEL 

CLINE, STEVEN N. KAPLAN, STANLEY 

N. LOGAN, DENIS J. NAYDEN, 

ARTHUR H. SPIEGEL, III, MARY A. 

TOLAN, JOHN T. STATON AND MARK 

A. WOLFSON, 

Defendants, 

and 

ACCRETIVE HEALTH, INC., 

Nominal Defendant. 

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Case No. 1:12-cv-06781 

Judge: Amy J. St. Eve 

Case: 1:12-cv-03395 Document #: 45 Filed: 08/29/12 Page 2 of 7 PageID #:934
 

 

Pursuant to Local Rule 40.4, Defendants Accretive Health, Inc. (“Accretive” or the 

“Company”), Edgar M. Bronfman, Jr., J. Michael Cline, Steven N. Kaplan, Stanley N. Logan, 

Denis J. Nayden, George P. Shultz, Arthur H. Spiegel, III, Mary A. Tolan, Mark A. Wolfson, 

and John T. Staton (collectively the “Director Defendants”) hereby submit this motion to 

reassign Haith v. Bronfman, Jr. et al to this Court. A copy of the Haith complaint is attached 

hereto as Exhibit 1. 

ARGUMENT

Local Rule 40.4 provides for the reassignment of related cases, thereby “promot[ing] 

efficient use of judicial resources by minimizing duplication of effort on cases that have a great 

deal in common.” Global Patent Holdings, LLC v. Green Bay Packers, Inc., No. 00-4623, 2008 

WL 1848142, at *2 (N.D. Ill. Apr. 23, 2008). In order to obtain reassignment of a case, a moving 

party must first show that a case is “related” to an earlier-filed matter. Id. at *2. If a case is found 

to be “related,” Local Rule 40.4(b) provides that a related action may be reassigned where each 

of the following criteria is met: (1) [two or more] cases are pending in this Court; (2) the 

handling of both cases by the same judge is likely to result in a substantial saving of judicial time 

and effort; (3) the earlier case has not progressed to the point where designating a later filed case 

as related would be likely to substantially delay the proceedings in the earlier case; and (4) the 

cases are susceptible of disposition in a single proceeding. See L.R. 40.4(b). Local Rule 40.4 

also requires that motions for reassignment “shall be filed in the lowest-numbered case of the 

claimed related set and noticed before the judge assigned to that case.” Local Rule 40.4(c)(2). 

Because the Maurras Trust suit, described below, is the lowest-numbered related action, 

Defendants have filed this motion in this Court, with courtesy copies to the Judges presiding over 

the other related actions. Defendants are filing a separate motion for reassignment of the 

Goodwin Action in this Court. 

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On the threshold question of relatedness, in addition to the present suit, there are three 

other derivative actions currently pending in the Northern District of Illinois to which the Haith 

action is related: (1) Marvin H. Maurras Revocable Trust v. Bronfman et al., No. 12-cv-3395 

(the “Maurras Action”), filed on May 3, 2012, and assigned to this Court; (2) Zhao v. Tolan, et 

al., No. 12-cv-6019 (the “Zhao Action”), filed on July 31, 2012, and reassigned to this Court on 

August 23, 2012 following the Zhao plaintiffs’ motion to consolidate and appoint lead plaintiff; 

and (3) Goodwin v. Bronfman, Jr. et al, No. 12-cv-06798 (the “Goodwin Action”), removed on 

August 23, 2012, and randomly-assigned1 to Judge Norgle (collectively the “Derivative 

Actions”). The Derivative Actions allege substantially similar facts concerning purported 

breaches of fiduciary duty on the part of Accretive’s Directors and Officers and also allege that 

the Company violated the Health Insurance Portability and Accountability Act (“HIPAA”), Pub. 

L. No. 104-191, 110 Stat. 1936, the Health Information Technology for Economic and Clinical 

Health Act (“HITECH”), amending HIPAA, Pub. L. No. 111-5, 115 Stat. 226, and certain state 

and federal consumer protection and debt collection laws. Thus, because the actions involve the 

same issues of fact and law, they are related. See Local Rule 40.4(a)(2). 

In addition to relatedness, the remaining requirements of Local Rule 40.4(b) also are met. 

First, all of the Derivative Actions are pending in the Eastern Division of the Northern District of 

Illinois. Second, because there are significant similarities between the cases, a substantial saving 

of judicial time and effort will result from having the same judge preside over all of the related 

 

1 At a status conference in Maurras Trust held on August 23, 2012, defense counsel informed the Court 

of the anticipated removal of the Haith and Goodwin suits and, as the Court suggested, noted that the 

cases were related to Maurras Trust and Zhao on the case cover sheet when removing. According to 

the clerk’s office, however, it appears random assignment was required notwithstanding the notation 

of relatedness and reassignment to this Court can only be accomplished following entry of a separate 

order. 

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cases. See River Vill. W. LLC v. Peoples Gas Light & Coke Co., No. 05-2103, 2007 WL 541948, 

at *2 (N.D. Ill. Feb. 14, 2007) (“[G]iven the similarities among the three cases, it is clear that 

substantial judicial resources will be saved if the matters are consolidated.”); 21 SRL v. Enable 

Holdings, Inc., No. 09-cv-3667, 2009 WL 4884177, at *2 (N.D. Ill. Dec. 9, 2009) (reassignment 

of related complex patent infringement cases will foster judicial economy). Third, the Derivative 

Actions have not progressed to the point where designating a later-filed case as related would be 

likely to delay substantially the proceedings in the earlier cases. On the contrary, motion to 

dismiss briefing is ongoing in Maurras Trust and the Court has continued further proceedings in 

Zhao pending its review of the motion to dismiss papers. Fourth and finally, the Derivative 

Actions are all susceptible of disposition in a single proceeding. See L.R. 40.4(b). If Accretive 

Health’s motion to dismiss is granted in Maurras Trust on demand futility grounds, it would 

have preclusive effect on the remaining actions. See Henik ex rel. LaBranche & Co., Inc. v. 

LaBranche, 433 F.Supp.2d 372, 381 (S.D.N.Y. 2006) (holding all potential stockholder plaintiffs 

“are precluded, on both res judicata and collateral estoppel grounds, from relitigating the issue of 

demand futility”); In re Sonus Networks, Inc. S’holder Deriv. Litig., 422 F.Supp.2d 281, 294 (D. 

Mass. Mar. 31, 2006) (granting a motion to dismiss on the issue preclusion finding “that a privy 

of the plaintiffs had a full and fair opportunity to litigate the identical demand futility issue in the 

state court, which reached a final judgment on that issue”). And should any of these actions 

survive a motion to dismiss, they are likely to involve nearly identical discovery as they all 

involve the same alleged factual circumstances and turn on nearly identical legal allegations. 

Accordingly, because the requirements of Local Rule 40.4(a) and (b) are met, the abovecaptioned action should be reassigned to this Court. 

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CONCLUSION

For the reasons stated above, Accretive respectfully requests that this action be 

reassigned to this Court pursuant to Local Rule 40.4. 

Dated: August 29, 2012 Respectfully submitted, 

/s/_Leonid Feller________________________ 

Leonid Feller 

KIRKLAND & ELLIS LLP 

300 North LaSalle Drive 

Chicago, IL 60654 

Telephone: (312) 862-2954 

Facsimile: (312) 862-2200 

leonid.feller@kirkland.com 

Andrew B. Clubok (admitted pro hac vice) 

Adam T. Humann (admitted pro hac vice) 

Melody Wells (admitted pro hac vice) 

KIRKLAND & ELLIS LLP 

601 Lexington Avenue 

New York, NY 10022 

Telephone: (212) 446-6400 

Facsimile: (212) 446-6460 

andrew.clubok@kirkland.com 

adam.humann@kirkland.com 

melody.wells@kirkland.com 

Attorneys for Accretive Health, Inc.

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CERTIFICATE OF SERVICE 

I, Leonid Feller, an attorney, hereby certify that I filed the MOTION FOR 

REASSIGNMENT using the CM/ECF system on this 29th day of August, 2012. Notice of 

this filing will be sent to all counsel of record by operation of the Court’s electronic filing 

system. 

/s/ Leonid Feller 

Case: 1:12-cv-03395 Document #: 45 Filed: 08/29/12 Page 7 of 7 PageID #:939