Terry Neff and Iron Workers Mid- South Pension Fund v. Nicholas F. Brady, David J. Butters, Willilam E. MacAulay, Robert B. Millard, Robert K. Moses, Jr., Robert a Rayne, Bernard J. Duroc-Danner and Burt M. Martin

Opinion

ACCEPTED

01-15-00544-CV

FIRST COURT OF APPEALS

HOUSTON, TEXAS

10/15/2015 10:00:18 AM CHRISTOPHER PRINE

CLERK

No. 01-15-00544-CV

FILED IN

In the First Court of Appeals 1st COURT OF APPEALS HOUSTON, TEXAS

Houston, Texas 10/15/2015 10:00:18 AM CHRISTOPHER A. PRINE

Clerk

TERRY NEFF AND IRON WORKERS MID-SOUTH PENSION FUND, DERIVATIVELY ON BEHALF OF WEATHERFORD INTERNATIONAL LTD.,

Appellants,

v.

NICHOLAS F. BRADY, DAVID J. BUTTERS, WILLIAM E. MACAULAY, ROBERT B. MILLARD, ROBERT K. MOSES, JR., ROBERT A RAYNE, BERNARD J. DUROC-DANNER AND BRUCE M. MARTIN,

Appellees,

Appeal from the 270th Judicial District Court, Harris County, Texas

APPELLANTS’ UNOPPOSED MOTION FOR EXTENSION OF TIME

Joe Kendall George C. Aguilar SBN 11260700 CA SBN 126535 Jamie J. McKey ROBBINS ARROYO LLP SBN 24045262 600 B Street, Suite 1900 KENDALL LAW GROUP, LLP San Diego, CA 92101 3232 McKinney Avenue, Suite 700 gaguilar@robbinsarroyo.com Dallas, TX 75204 T: (619) 525-3990/ F: (619) 525-3991 jkendall@kendalllawgroup.com jmckey@kendalllawgroup.com T: (214) 744-3000/ F: (214) 744-3015

ATTORNEYS FOR APPELLANTS

Pursuant to Rule 10.5(b) of the Texas Rules of Appellate Procedure, Appellants

Terry Neff and Iron Workers Mid-South Pension Fund (“Appellants”) respectfully

request a thirty-day extension of the deadline to file their brief, up to and including

November 20, 2015. In support thereof, Appellants would show as follows:

I. FACTS

1. Appellants filed their notice of appeal on June 15, 2015, and submitted

their Request for the Preparation and Filing of the Clerk’s Record the next day. Item

32 of the Request sought “Plaintiffs’ Supplemental Brief in Opposition to the Non-

Resident Director Defendants’ Special Appearance and all exhibits attached thereto,

filed in camera on May 1, 2015.”

2. On July 7, 2015, nominal defendant Weatherford International Ltd.

(“Weatherford”) submitted its Request for Additional Items in the Clerk’s Record.

Item 1 of Weatherford’s Request sought “Plaintiff Ken Hess’s Shareholder Derivative

Petition, filed June 30, 2010” (the “Hess Petition”). Item 3 of Weatherford’s Request

sought “Plaintiff Mona Rosner’s Shareholder Derivative Petition, filed July 30, 2010”

(the “Rosner Petition”).

3. The Clerk’s Record was filed on August 21, 2015.

4. Upon review of the Clerk’s Record and the docket for this appeal, it

appeared that the briefing and exhibits submitted to the trial court for in camera

review, which Appellants requested in Item 32 of the Request, had not been

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transmitted or otherwise provided to this Court as part of the record on appeal. In

addition, the Hess and Rosner Petitions requested by Weatherford were also not

included in the Clerk’s Record.

5. In order to ensure that the Court has the full and complete record before

it, Appellants have been working with the trial court clerk to supplement the record.

On September 10, 2015, Appellants and Weatherford submitted a Joint Request for

Supplemental Clerk’s Record (“Joint Request to Supplement”) requesting that the

record be supplemented with the above-identified documents in accordance with

Texas Rule of Appellate Procedure 35.5(c).

6. The same day, in order to provide sufficient time to ensure the

completeness of the record and prepare their brief citing thereto, the parties filed an

agreed motion requesting that:

(a) Appellants’ deadline to file their brief be extended by thirty days,

up to and including October 21, 2015; and

(b) Appellees’ deadline to file their brief be extended thirty days, up

to and including December 21, 2015.

7. The agreed motion was granted by this Court on September 11, 2015.

On multiple occasions between September 10 and September 28, 2015, counsel for

Appellants made numerous phone calls to the trial court clerk and the Harris County

District Clerk record department regarding the parties’ Joint Request to Supplement.

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Ultimately, the trial clerk requested that Appellants obtain an order from the trial court

judge allowing the clerk’s office to image the briefing and exhibits submitted to the

trial court for in camera review and then forward the documents to this Court under

seal.

8. After conferring with Defendants as required by the Texas Rules of Civil

Procedure, on October 6, 2015, Appellants filed an Agreed Motion to Image In

Camera Document and Forward to the First Court of Appeals Under Seal (“Motion to

Image”), seeking the order requested by the trial court clerk’s office.

9. As of the date of this filing, the Motion to Image has not yet been ruled

on. Consequently, the record in this appeal remains incomplete.

10. In light of the foregoing, Appellants request that the deadline for filing

their brief be extended thirty days, thereby making Appellants’ brief due by

November 20, 2015, and Appellees’ brief due by January 20, 2015.

11. As noted above, this is Appellants’ second request for an extension.

12. Counsel for Appellants have conferred with counsel for Appellees

regarding this motion and the relief request herein. Appellees do not oppose the

requested extension.

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II. PRAYER

For these reasons, Appellants respectfully request that the Court grant this

motion and extend the deadline for their brief by 30 days, making Appellants’ brief

due by November 20, 2015, and Appellees’ brief due by January 20, 2015.

Dated: October 15, 2015 Respectfully submitted,

KENDALL LAW GROUP, LLP

/s/ Joe Kendall Joe Kendall (State Bar No. 11260700) Jamie J. McKey (State Bar No. 24045262) 3232 McKinney Avenue, Suite 700 Dallas, TX 75204 Telephone: (214) 744-3000 Facsimile: (214) 744-3015 jkendall@kendalllawgroup.com jmckey@kendalllawgroup.com

ROBBINS ARROYO LLP George C. Aguilar (admitted pro hac vice) CA SBN 126535 600 B Street, Suite 1900 San Diego, CA 92101 Telephone: (619) 525-3990 Facsimile: (619) 525-3991 gaguilar@robbinsarroyo.com

ROBBINS GELLER RUDMAN & DOWD LLP Travis E. Downs III

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Benny C. Goodman III Erik W. Luedeke 655 West Broadway, Suite 1900 San Diego, CA 92101 travisd@rgrdlaw.com bennyg@rgrdlaw.com eluedeke@rgrdlaw.com

Attorneys for Appellants

CERTIFICATE OF CONFERENCE

As required by Texas Rule of Appellate Procedure 10.1(a)(5), I hereby certify that counsel for Appellants conferred with counsel for Appellees regarding Appellants’ Motion for Extension of Time to File Appellants’ Brief. Counsel for Appellees stated that Appellees do not oppose the motion.

/s/ Jamie J. McKey

Jamie J. McKey

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CERTIFICATE OF SERVICE

I hereby certify that on October 15, 2015, a true and correct copy of the foregoing motion was served on the following counsel in the manner indicated:

James A. Reeder, Jr. Rebecca N. Brandt Jeffrey S. Johnston LATHAM & WATKINS LLP Stacy M. Neal 811 Main Street, Suite 3700 Nicholas Shum Houston, TX 77002 Stephanie Miller rebecca.brandt@lw.com VINSON & ELKINS LLP VIA E-FILE AND E-MAIL 1001 Fannin St., Suite 2500 Houston, TX 77002 Peter A. Wald jreeder@velaw.com LATHAM & WATKINS LLP jjohnston@velaw.com 505 Montgomery Street, Suite 2000 sneal@velaw.com San Francisco, CA 94111 nshum@velaw.com peter.wald@lw.com smiller@velaw.com VIA E-FILE AND E-MAIL VIA E-FILE AND E-MAIL Kevin H. Metz

N. Scott Fletcher LATHAM & WATKINS LLP Elizabeth G. Myers 555 Eleventh Street NW, Suite 1000 JONES DAY Washington, DC 20004 717 Texas, Suite 3300 kevin.metz@lw.com Houston, TX 77002 VIA E-FILE AND E-MAIL sfletcher@jonesday.com egmyers@jonesday.com Noelle M. Reed VIA E-FILE AND E-MAIL Charles W. Schwartz SKADDEN, ARPS, SLATE,

Robert S. Bennett MEAGHER & FLOM LLP Ellen Kennedy 1000 Louisiana Street, Suite 6800 HOGAN LOVELLS US LLP Houston, TX 77002 555 Thirteenth Street, NW noelle.reed@skadden.com Washington, DC 20004 charles.schwartz@skadden.com robert.bennett@hoganlovells.com VIA E-FILE AND E-MAIL ellen.kennedy@hoganlovells.com VIA E-FILE AND E-MAIL

/s/ Jamie J. McKey

Jamie J. McKey