Securities And Exchange Commission v. Diamond Foods, Inc.

Filing 14

ORDER TO ESTABLISH A FAIR FUND AND APPOINT A DISTRIBUTION AGENT by Hon. William Alsup granting 12 Motion to establish a fair fund.(whalc1, COURT STAFF) (Filed on 11/4/2016)

UNITED STATES DISTRICT COURT
NORTHERN DISTRICT OF CALIFORNIA

SECURITIES AND EXCHANGE
COMMISSION,
Plaintiff,
v.

NO. 3:14-cv-00123-WHA

DIAMOND FOODS, INC.,

Defendant.

[PROPOSED] ORDER TO ESTABLISH A FAIR FUND AND APPOINT A
DISTRIBUTION AGENT
The Court having reviewed the Securities and Exchange Commission’s (“SEC” or
“Commission”) Motion to Establish a Fair Fund and Appoint a Distribution Agent and for good
cause shown,
IT IS HEREBY ORDERED:
1. The Motion is GRANTED.
2. A Fair Fund is created pursuant to Section 308(a) of the Sarbanes-Oxley Act of 2002
[15 U.S.C. §7246(a)], as amended by the Dodd-Frank Act of 2010 [15 U.S.C. §7246].
3. Kurtzman Carson Consultants, LLC (“KCC”) is appointed to serve as the distribution
agent of the Fair Fund in this matter, pursuant to the terms of a distribution plan to be
approved by this Court. KCC shall coordinate with the Court-appointed Tax
Administrator, Damasco & Associates LLP, to ensure that the proposed Fair Fund,
Qualified Settlement Fund (“QSF”) under Section 468B(g) of the Internal Revenue Code,
and related regulations, 26 C.F.R. §§1.468B-1 through 5, complies with all related legal

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and regulatory requirements, including but not limited to, satisfying any reporting or
withholding requirements imposed on distributions from the QSF.
4. KCC shall invoice all administrative fees and expenses incurred in the administration
and distribution of the proposed Fair Fund to the Commission for review and approval by
Commission staff. Any unresolved objections to an invoiced amount will be referred to
the Court.
5. Once the distribution plan is approved, KCC will submit quarterly progress reports to
the Commission staff and a final accounting report for the Fair Fund, in a format to be
provided by the Commission staff, when KCC duties are completed. Commission staff
shall file the final accounting report for the Fair Fund with the Court once it has been
reviewed by Commission staff, and Commission staff has determined it has no
objections.
6. KCC may be removed sua sponte at any time by the Court or upon motion of the
Commission and replaced with a successor. In the event KCC decides to resign, it will
first give written notice to the Court and to Commission staff of such intention, and the
resignation, if permitted, will not be effective until the Court appoints a successor.

IT IS SO ORDERED.

November 3,
Dated: ________________ 2016.

________________________________
United States District Judge

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