Corporate

Recent Posts

Free Download: The Work Product Doctrine in the Delaware Court of Chancery
Posted on 15 Nov 2010 by Corporate and Securities Law Community Staff

In Hickman v. Taylor, the United States Supreme Court recognized a qualified immunity from discovery of a lawyer's work product prepared in connection with litigation. The Delaware Court of Chancery has embraced the work product doctrine as enunciated... Read More

Status of Federal Suit Challenging Confidential Arbitration in Delaware Court of Chancery
Posted on 29 Feb 2012 by Francis G.X. Pileggi

The Delaware Court of Chancery's confidential and expedited arbitration procedure, in which selected disputes are heard before a member of the Court at a final hearing within 90 days of a complaint being filed, as described in a prior post here... Read More

Delaware Court of Chancery: Non-Party Has Standing As Intervenor to Seek Unsealing of Documents
Posted on 21 Apr 2011 by Francis G.X. Pileggi

While not addressing the question of whether a non-party seeking the unsealing of documents has standing pursuant to Court of Chancery Rule 5(g)(6), the Court held that a non-party nonetheless had standing to intervene and seek unsealing under Rule... Read More

Delaware Court of Chancery Invalidates Attempt of Majority Stockholder to Appoint Officers
Posted on 10 Aug 2015 by Francis G.X. Pileggi

In Gorman v. Salamone, C.A. No. 10183-VCN (Del. Ch. July 31, 2015), the Court of Chancery affirms the board-centric foundation of Delaware corporate law, and describes the limitation on the ability of a majority stockholder to appoint officers directly–even... Read More

Delaware Court of Chancery Applies Preliminary Injunction Standard to a Motion for a TRO
Posted on 25 Aug 2011 by Francis G.X. Pileggi

The below article first appeared on Aug. 24, 2011, in The Delaware Business Court Insider , here. The Delaware Court of Chancery decision that is the focus of the article was previously highlighted on this blog here. Litigation is fast-paced in... Read More

Francis Pileggi and Kevin Brady Discuss the Delaware Court of Chancery’s Recent Rulings in Auriga Capital Corp. v. Gatz Properties
Posted on 9 Mar 2012 by Corporate and Securities Law Community Staff

Francis Pileggi and Kevin Brady of Eckert Seamans discuss several aspects of recent rulings by the Delaware Court of Chancery in Auriga Capital Corp. v. Gatz Properties LLC, C.A. No. 4390-CS (Del. Ch., Jan. 27, 2012). On the Delaware Corporate and Commercial... Read More

Delaware Court of Chancery Dismisses Fiduciary Duty Claims in Alternative Entity Context
Posted on 17 Feb 2015 by Francis G.X. Pileggi

Lewis v. Aimco Properties, L.P., C.A. No. 9934-VCP (Del. Ch. Feb. 10, 2015) [ an enhanced version of this opinion is available to lexis.com subscribers ] This short opinion from the Delaware Court of Chancery is notable for its discussion and rejection... Read More

“Dead Hand Proxy Puts” Garner Increased Stockholder Scrutiny In Delaware
Posted on 11 Jun 2015 by Sheppard Mullin

by John Stigi , John Landry and Robin Achen A ruling last fall by the Delaware Chancery Court has prompted a wave of 8 Del. C. § 220 [ an annotated version of this statute is available to lexis.com subscribers ] books and records inspection demands... Read More

Delaware Court of Chancery Addresses Equitable Jurisdiction and First-Filed Rule
Posted on 27 Oct 2014 by Francis G.X. Pileggi

Willis v. PCA Pain Center of Virginia, Inc. , C.A. No. 9006-VCN (Del. Ch. October 20, 2014) [ an enhanced version of this opinion is available to lexis.com subscribers ]. This Chancery decision is noted for its usefulness in the toolbox of those who... Read More

Update on Fee-Shifting Bylaw Issue in Pending Delaware Court of Chancery Case
Posted on 19 Sep 2014 by Francis G.X. Pileggi

Recent activity in the Delaware Court of Chancery has followed the Delaware Supreme Court’s May 2014 decision in ATP Tour, Inc v. Deutscher Tennis Bund , 91 A.3d 554 (Del. 2014), highlighted on these pages, which upheld a fee-shifting bylaw, at... Read More

Hallmark Receives Welcome Greeting: Chancery Approves Recapitalization of Affiliate
Posted on 11 Mar 2011 by Francis G.X. Pileggi

S. Muoio & Co. LLC v. Hallmark Entertainment Investments Co., C.A. No. 4729-CC ( Del. Ch. Mar. 9, 2011), read 63-page Delaware Court of Chancery opinion here . Hat tip to Wilmington corporate litigator Kurt Heyman for sending me this opinion ... Read More

Delaware Court of Chancery Analyzes Statutory Basis for Validity of Bylaws and Director Action
Posted on 29 Jan 2015 by Doug Esten

Sinchareonkul v. Fahnemann , C.A. No. 10543-VCL (Del. Ch. Jan. 22, 2015) [ an annotated version of this statute is available to lexis.com subscribers ] . Several aspects of this Court of Chancery opinion make it noteworthy. First, this declaratory... Read More

Delaware Court of Chancery Provides Instruction on When to Seek Discovery in Reply to Summary Judgment Motion
Posted on 2 Jan 2012 by Francis G.X. Pileggi

Wimbledon Fund LP - Absolute Return Fund Series v. SV Special Situations Fund LP , C.A. No. 4780-CS (Del. Ch., Dec. 22, 2011), read letter ruling here . Read summaries of prior Delaware decisions in this matter here. This is the latest iteration... Read More

The Sound of Glass Cracking in Delaware
Posted on 8 Oct 2015 by Doug Esten

Delaware Gov. Markell is about to announce his nomination to replace Vice Chancellor Parsons who announced his retirement this past summer. Here's the thing. The Chancery Court has not had a female chancellor since Vice Chancellor Berger left the... Read More

Nuances of Advancement of Fees for Compulsory Counterclaims
Posted on 14 Oct 2014 by Francis G.X. Pileggi

Pontone v. Milso Industries Corp ., C.A. No. 7615-VCP (Del. Ch. Oct. 6, 2014) [ an enhanced version of this opinion is available to lexis.com subscribers ]. Why This Case is Important : This decision of the Delaware Court of Chancery granted interlocutory... Read More