Corporate

Recent Posts

Delaware Practice and Procedure for Non-Delaware Lawyers
Posted on 7 Aug 2012 by Francis G.X. Pileggi

These guidelines for collaboration between Delaware counsel and non- Delaware lawyers were prepared by Francis G.X. Pileggi, Kevin F. Brady and Jill Agro. This is a compilation of selected key Delaware court decisions, rules, and customs to guide Delaware... Read More

Supreme Court Rejects Malicious Prosecution/Fee-Shifting Claim
Posted on 18 Jun 2015 by Francis G.X. Pileggi

Blue Hen Mechanical, Inc. v. Christian Brothers Risk Pooling Trust, Del. Supr., No. 589, 2014 (Del. June 15, 2015) [ an enhanced version of this opinion is available to lexis.com subscribers ] [ Lexis Advance version ]. This Delaware Supreme Court... Read More

Delaware Supreme Court Affirms Use of Poison Pill to Reject Attempt to Gain Control of Barnes & Noble
Posted on 10 Mar 2011 by Francis G.X. Pileggi

On March 3, 2011, the Delaware Supreme Court issued a one-page decision affirming Vice Chancellor Strine's decision in Yucaipa American Alliance Fund II, L.P. v. Riggio, C.A. No. 5465-VCS (Del. Ch. Aug. 12, 2010), dismissing claims of breach of... Read More

Delaware Supreme Court: Insured's Payment of Defense Expenses Does Not Trigger Excess Insurer's Payment Obligations
Posted on 17 Sep 2012 by Kevin M. LaCroix

On September 7, 2012, the Delaware Supreme Court, applying California law, held that Intel's excess insurer's defense obligations were not triggered where Intel had settled with the underlying insurer for less than policy limits and had itself... Read More

LexisNexis Corporate and Commercial Insights: Francis Pileggi Discusses Recent Decisions of Delaware Court of Chancery and Supreme Court
Posted on 16 Sep 2011 by Corporate and Securities Law Community Staff

Francis G.X. Pileggi, Member-in-Charge of Eckert Seamans, discusses a recent Delaware Court of Chancery case outlining the factors involved in assessing whether an attorney could place a retaining lien on a file of a client who had not paid the attorney's... Read More

Proposed Addition to Delaware Corporate Statute Regarding Fee Provisions in Bylaws
Posted on 27 May 2014 by Francis G.X. Pileggi

A proposed new addition as well as related amendments to the Delaware General Corporation Law would limit the impact of a recent Delaware Supreme Court decision in ATP Tours, Inc. v. Deutscher Tennis Bund (No. 534, 2013, May 8, 2014), highlighted on these... Read More

Dismissal Denied for Disinterested Directors When Entire Fairness Applies to Transaction
Posted on 15 Sep 2014 by Francis G.X. Pileggi

In re Cornerstone Therapeutics Inc. Stockholders Litigation, Cons. C.A. No. 8922-VCG (Del. Ch. Sept. 10, 2014) [ an enhanced version of this opinion is available to lexis.com subscribers ]. This Chancery decision is noteworthy for its analysis of the... Read More

Proposed Addition to Delaware Corporate Statute Regarding Fee Provisions in Bylaws
Posted on 27 May 2014 by Doug Esten

A proposed new addition as well as related amendments to the Delaware General Corporation Law would limit the impact of a recent Delaware Supreme Court decision in ATP Tours, Inc. v. Deutscher Tennis Bund (No. 534, 2013, May 8, 2014), highlighted on these... Read More

Delaware Supreme Court Addressed Electronic Discovery Issues and DGCL Section 225 Claims
Posted on 20 Jul 2011 by Francis G.X. Pileggi

In Genger v. TR Investors, LLC, No. 592, 2010 (Del. Supr., July 18, 2011), read opinion here , the Delaware Supreme Court addressed electronic discovery issues in a 45-page opinion that warrants close examination by those engaged in business litigation... Read More

Delaware Supreme Court Affirms Decision as to Valuation of Preferred Stock Converted Before Merger
Posted on 28 Mar 2012 by Kevin F. Brady

Holders of preferred stock ("Series C-1 preferred shareholders") appealed a decision from the Superior Court which found that the Series C-1 preferred shareholders were not entitled to a liquidation preference payout (estimated to be approximately... Read More

Delaware Supreme Court Reinforces Importance of Clear and Precise Bylaw Provisions and Specifically Drafted Notices of Annual Meetings
Posted on 23 Jul 2015 by Sheppard Mullin

by John Stigi In Hill International, Inc. v. Opportunity Partners L.P. , No. 305, 2015, 2015 Del. LEXIS 322 (Del. July 2, 2015), the Delaware Supreme Court affirmed the Court of Chancery’s grant of injunctive relief as it recognized the plaintiff... Read More

Delaware Supreme Court Finds Waiver of Merger Deadline for Election of Stock or Cash
Posted on 22 Aug 2011 by Francis G.X. Pileggi

Amirsaleh v. Board of Trade of the City of New York, Inc ., No. 75, 2010 (Del. Supr. Aug. 16, 2011), read Delaware Supreme Court opinion here. Prior decisions by the Court of Chancery (and a video/audio clip of trial court proceedings), were highlighted... Read More