Corporate

Recent Posts

Delaware Court of Chancery Confirms: No Such Thing as “Local Counsel” in This Court
Posted on 9 Dec 2014 by Francis G.X. Pileggi

James v. National Financial LLC , C.A. No. 8931-VCL (Del. Ch. Dec. 5, 2014) [an enhanced version of this opinion is available to lexis.com subscribers] . Why This Decision is Noteworthy : This Delaware Court of Chancery opinion reiterates the important... Read More

Delaware Court of Chancery Addresses Dilution Claims
Posted on 21 Jul 2015 by Francis G.X. Pileggi

Capella Holding, Inc. v. Anderson, C.A. No. 9809-VCN (Del. Ch. July 8, 2015), is a Delaware Court of Chancery decision that addresses recurring corporate litigation issues that make it a useful addition to the litigator’s toolbox (even as a duplicate... Read More

Delaware Court of Chancery Rules on Motion to Compel Discovery
Posted on 3 Oct 2011 by Francis G.X. Pileggi

Ross Holding and Management Company v. Advance Realty Group LLC , C.A. No. 4113-VCN (Del. Ch. Sept. 29, 2011). Issue Addressed: This short letter ruling granted in part a motion to compel unredacted tax returns and related documents. The requested... Read More

Chancery Allows Claim for Excess Compensation in Sale Transaction
Posted on 6 Jun 2011 by Francis G.X. Pileggi

The Ravenswood Investment Company, L.P. v. Winmill, C.A. No. 3730-VCN (Del. Ch. May 31, 2011). Brief Overview This case involved a plaintiff who is a significant stockholder in a holding company managed by the individual defendants, a father... Read More

Forum Shopping Case Closes with a Whimper
Posted on 14 Apr 2011 by Francis G.X. Pileggi

Scully v. Nighthawk is a recent Delaware Court of Chancery case involving multi-state class action litigation, highlighted on these pages here, in which the issue was raised about forum shopping and settlements of suits in multi-state corporate cases... Read More

The Delaware Court of Chancery: Focus of Seminar in NYC
Posted on 16 Nov 2011 by Francis G.X. Pileggi

On November 11, the Columbia Law School co-hosted with Wachtell, Lipton, Rosen & Katz, a symposium entitled: The Delaware Court of Chancery: Change and Continuity . In addition to Justice Jack Jacobs of the Delaware Supreme Court, each of the 5... Read More

Delaware Court of Chancery Allows Claims Against Ron Burkle in Challenged Transaction
Posted on 13 Feb 2014 by Francis G.X. Pileggi

OTK Associates, LLC v. Friedman , C.A. No. 8447-VCL (Del. Ch. Feb. 5, 2014) [ an enhanced version of this opinion is available to lexis.com subscribers ]. A few takeaways from this Court of Chancery opinion involving a challenged recapitalization of... Read More

Chancery Grants Petition to Dissolve Deadlocked Corporation
Posted on 11 Feb 2015 by Francis G.X. Pileggi

In The Matter of Bermor, Inc., C.A. No. 8401-VCL (Del. Ch. Feb. 9, 2015). This Delaware Court of Chancery opinion is noteworthy for its pithy analysis of a petition to dissolve a deadlocked corporation pursuant to DGCL Section 273, which is a statutory... Read More

Is Corporate Law Serious? Maybe ... Maybe Not.
Posted on 8 Mar 2012 by Brian JM Quinn

David Weidner of the WSJ has a good post today asking the question, "Is Leo Strine Serious?" Of course, I'll admit to being a fan of Leo Strine's wit. If you read a lot of case law, which is the punishment for being a law professor... Read More

Court of Chancery Appoints Receiver as Remedy for Contempt in Books and Records Action
Posted on 22 Feb 2012 by Francis G.X. Pileggi

Jagodzinski v. Silicon Valley Innovation Company LLC , C.A. No. 6203-VCP (Del. Ch. Feb. 14, 2012). Issue Addressed The issue addressed in this case was whether the Court of Chancery should grant a Motion for Contempt and for the Appointment of... Read More

Court of Chancery's 2011 Electronic Discovery Guidelines
Posted on 10 Mar 2011 by Francis G.X. Pileggi

The Delaware Court of Chancery's Guidelines Regarding the Preservation of Electronically Stored Information (ESI) were previously reviewed here on this blog, but now Kevin F. Brady of Connolly Bove Lodge & Hutz LLP in Wilmington, a nationally... Read More

Delaware Court of Chancery Awards Attorneys’ Fees of $660,000
Posted on 27 Feb 2012 by Francis G.X. Pileggi

Auriga Capital Corp. v. Gatz Properties, LLC , is an iconic opinion from the Delaware Court of Chancery that was issued on Jan. 27, 2012 and highlighted on these pages here. This decision is momentous because it explains why fiduciary duties will... Read More

Chancery Denies Request for Status Quo Order; Defendant Not Impecunious Enough to Satisfy Irreparable Harm Test
Posted on 11 Jul 2011 by Francis G.X. Pileggi

Sagarra Inversiones, S.L. v. Cementos Portland Valderrivas, S.A., No. 6179-VCN (Del.Ch. July 7, 2011), read letter ruling here . Issue Addressed When is the poor financial condition of a defendant "poor enough" to satisfy the irreparable... Read More

Martin Marietta and Vulcan in Delaware
Posted on 29 Feb 2012 by Brian JM Quinn

Steven Davidoff previously did a very good overview of the issues facing Martin Marietta. I just want to add something to the discussion of the current legal battle in Delaware . Wait a minute ... what's a Maryland company seeking to take over a... Read More

Delaware Court of Chancery Declines to Enjoin Acquisition of Plains Exploration and Production Co.
Posted on 13 May 2013 by Francis G.X. Pileggi

In Re 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 subscribers ]. Issues Addressed : Were Revlon duties of the... Read More