Ubhi v. Leverton — Entry #8: ORDER: Accordingly, it is hereby ORDERED that this action shall be transferred to the United States District Court for the District of Delaware

Case 1:24-cv-00786-JLH          Document 8        Filed 06/25/24      Page 1 of 2 PageID #: 57


UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
                                                              USDC SDNY
 MAGHAR UBHI, Derivatively on Behalf of                       DOCUMENT
 Nominal Defendant HUT 8 CORP.,                               ELECTRONICALLY FILED
                                                              DOC #:
                                Plaintiff,                    DATE FILED: 6/25/2024
                    -against-
 JAIME LEVERTON, SHENIF VISRAM,
 BILL TAI, MIKE HO, ASHER GENOOT,
 ALEXIA HEFTI, JOE FLINN, MAYO A.
 SHATTUCK, III, STANLEY O’NEAL,                                    24 Civ. 2995 (AT)
 AMY WILKINSON, and RICK
 RICKERTSEN,                                                            ORDER

                                Defendants,
                     -and-
 HUT 8 CORP.,
                                Nominal
                                Defendant.
ANALISA TORRES, District Judge:

        Plaintiff, Maghar Ubhi, brings this shareholder derivative action alleging that Defendants
made or participated in making materially false and misleading statements regarding the
business, operation, and prospects of Nominal Defendant Hut 8 Corp. (“Hut 8”). See Compl.,
ECF No. 1. On June 13, 2024, the Court ordered Plaintiff to show cause why the action should
not be transferred to the U.S. District Court for the Southern District of Florida, where Hut 8’s
principal place of business is located. ECF No. 6; see Compl. ¶ 12.

        By response dated June 24, 2024, Plaintiff requests that the action be transferred to the
U.S. District Court for the District of Delaware. Response, ECF No. 7 at 2. Plaintiff cites the
forum selection clause contained in Hut 8’s Certificate of Incorporation and Bylaws, which
provides that certain corporate disputes must be brought in the Delaware Chancery Court or, “if
such court lacks jurisdiction, any state or federal court located within the State of Delaware.” Id.
at 2–3. Plaintiff also notes that Hut 8 is “organized in Delaware” and argues that the action
involves “classic principles of Delaware law.” Id. at 3. Defendants “take no
position . . . regarding transfer.” Id. at 2 n.1.

        Under 28 U.S.C. § 1404(a), “[f]or the convenience of parties and witnesses, in the
interest of justice, a district court may transfer any civil action to any other district or division
where it might have been brought or to any district or division to which all parties have
consented.” “When the parties have agreed to a valid forum-selection clause, a district court
should ordinarily transfer the case to the forum specified in that clause.” Atl. Marine Const. Co.


    Case 1:24-cv-00786-JLH       Document 8        Filed 06/25/24      Page 2 of 2 PageID #: 58


v. U.S. Dist. Ct. for W. Dist. of Texas, 571 U.S. 49, 62 (2013). Accordingly, it is hereby
ORDERED that this action shall be transferred to the United States District Court for the District
of Delaware. 1

        The Clerk of Court is respectfully directed to transfer this case to the United States
District Court for the District of Delaware and to close this case.

         SO ORDERED.

Dated: June 25, 2024
       New York, New York


1
 Although the forum selection clause names the Delaware Chancery Court as the primary forum,
federal courts may only transfer an action to another federal court. See Pope v. Atl. Coast Line R.
Co., 345 U.S. 379, 384 (1953).

                                                  2