China Agritech, Inc. Shareholder Derivative Litigation , C.A. No.
7163-VCL (Del. Ch. May 21, 2013) [ an enhanced version of this opinion is available to lexis.com
Issue Addressed :
Whether a complaint that fails to plead that...
A recurring D&O insurance coverage issue is the
question of whether or not the D&O insurance policy provides coverage for a
plaintiffs' fee award. The question often arises in the context of a settlement
of a shareholders' derivative...
by Damion Rallis, Senior Research Associate
Last month, an eight-story garment factory building
collapsed in Bangladesh, killing more than 1,100 people. The Rana Plaza factory
collapse is not only the world's worst garment-industry disaster,...
WASHINGTON, D.C. - (Mealey's) The U.S. Supreme Court on
May 28 granted a petition for writ of certiorari in a dispute over
whether a state's parens patriae lawsuit may be removed to federal court
as a "mass action" under the Class...
As I have previously noted (refer for example here ),
one of the most vexing issues in the D&O claims arena is the questions of
whether or not two claims are or are not interrelated. If the two are
interrelated, they are deemed a single claim for...
A few years ago -- around the time of the 2010
Citizens United decision -- I was thinking about "corporate
citizenship" and corporate " speech ."
These ideas don't make sense to me. Corporations are a legal construct --
If you are interested in the process of board oversight
over corporate risk management, here is a short paper that you must read from the National
Association of Corporate Directors.
First, let me sincerely compliment the NACD for
A shareholder acting on behalf of a corporation may bring
a "derivative suit" against corporate directors and management for fraud ,
mismanagement, self-dealing or dishonesty. Before bringing such a suit, the
shareholder must make a written...
In a May 16, 2013 decision ( here ),
Eastern District of Missouri Magistrate Judge Terry Adelman ,
applying Missouri law, determined that the failure of an insured under a
management liability insurance policy to provide timely notice of claim
by Robert N. Rapp
In cases whether allegedly
incriminating statements given in the course of interviews during an internal
investigation conducted by the Audit Committee with the assistance of outside
counsel and forensic accountants should be admitted...
Plains Exploration & Production Company Stockholder Litigation ,
Cons., C.A. No. 8090-VCN (Del. Ch. May 9, 2013) [ an enhanced version of this opinion is available to lexis.com
Issues Addressed :
Were Revlon duties of the...
The collapse of the venerable Dewey & LeBoeuf law firm is a cautionary tale from which observers have drawn many lessons, including cautions about the perils associated with large law firm mergers and the challenges associated with various forms of...
An interesting and growing debate in the antitrust arena
is whether most favored nation ("MFN") pricing provisions are pro-competitive
or anticompetitive. For many years, MFN provisions have been considered a
fairly noncontroversial contract...
Holdings LLC v. The Renco Group, Inc ., C.A. No. 7639-VCN (Del. Ch.
April 18, 2013). A prior Chancery decision in this case was highlighted on
at this link.
Issue Addressed :
Whether the attorney/client privilege and the...
In what the plaintiffs' lawyers claim to be the largest
derivative lawsuit settlement ever, the parties to the News Corp. shareholder
derivative litigation have agreed to settle the consolidated cases for $139
million. The company also agreed to...
The earth rotates around the sun. Galaxy Doppler shifts
are almost always redshifts. The further away the galaxy the faster it is
I'm learning a lot in my first class, Cosmology, in the University of Chicago Masters in Liberal Arts...
Comverge, Inc., Shareholders Litigation , C.A. No. 7368-VCP (Del. Ch.
April 10, 2013) [ an enhanced version of this opinion is available to lexis.com
Issue Presented :
Whether the attorney-client privilege was a defense to...
Lee Farkas, the criminally convicted former Chairman and
majority shareholder of the defunct Taylor Bean and
Whitaker Mortgage Corporation , must repay the nearly $1 million in
defense fees the company's D&O insurer had advanced on his behalf...
I put two new columns up at Forbes recently that talk
about JPMorgan, PwC, Senator Levin's "Whale" hearings, and all the other stuff
JPMorgan and Jamie Dimon are really worried about. The New York Times had
an interesting scoop about...
There has been a back and forth between the Chancery Court and the Delaware
Supreme Court about whether there are default fiduciary duties for LLCs.
The Chancery Court takes the position that there are default fiduciary
duties, though you may contract...
Louisiana Municipal Police Employees' Retirement System, No.
380, 2012 (Del. Supr., April 4, 2013) [ an enhanced version of this opinion is available to lexis.com
Issues Addressed :
(1) Whether or not a prior ruling...
One of the more vexing litigation problems to emerge
recently has been the proliferation of multi-jurisdiction litigation, where
corporate defendants are forced to litigate essentially the same claim in
multiple courts at the same time. This problem...
NEW YORK - (Mealey's) A federal judge in New York on Apr.
5 granted final approval of a $2.4 billion settlement between shareholders and
Bank of America Corp. (BoA) to settle claims that it and certain of its
executive officers and directors misrepresented...
On March 27, 2013, the U.S. Supreme Court continued its
recent trend of imposing more stringent standards for class certification in Comcast
Corporation v. Behrend , 569 U.S. ___ (2013) [lexis.com
by Vance E.
The transition of a family owned or closely-held business
is an important event for families. In a prior article, we covered the issues
that a business owner faces in general in preparing a succession plan....