One of the more significant recent developments in the corporate and securities litigation arena has been the emergence of the debate over fee-shifting bylaws following the Delaware Supreme Court’s May 2014 decision in ATP Tour, Inc. v. Deutscher...
Two federal courts have held that the confidential arbitration procedures provided in the rules of the Court of Chancery are constitutionally infirm. We have previously written on these pages about the decision of the District Court , Delaware Coalition...
The Delaware Supreme Court’s opinion in Espinoza v. Dimon, et al ., No. 425, 2015 (Del. Sept. 15, 2015), addressed a certified question of corporate law from the United States Court of Appeals for the Second Circuit [subscribers can access an enhanced...
For those of you working with shells or other clients
incorporated in Delaware, the most popular state to incorporate (over half the
Fortune 500 are there), an uncertainty has been resolved.
If one reads the Delaware General Corporation Law trying...
Kirby v. Sokol, et al., Del.
Ch. No. 6392, is the caption of a lawsuit filed earlier this week in the
Delaware Court of Chancery which arises out of the recent resignation of the
heir apparent to the Oracle of Omaha, Warren Buffett, based on widely...
Under time-honored standards, and as developed over time by Delaware’s court, the business judgment rule is, as is often stated, a “presumption that in making a business decision, the directors of a company have acted on an informed basis...
One feature of the U.S. corporate law environment that always strikes outside observers and new initiates as odd is the predominance on the legal landscape of the law of Delaware. The tiny Eastern seaboard state is the second smallest U.S. state by size;...
This is a post about the international interest in
Delaware corporate law and the global impact of Delaware corporate law.
(Parenthetically, after six years of blogging at my former firm, this is my
first post on this blog as the head of the Wilmington...
In CDX Liquidating Trust v. Venrock Associates, No.10-1953
(7th Cir. March 29, 2011), Judge Richard Posner, a reknowned member of the
U.S. Court of Appeals for the 7th Circuit , writes a decision for that
Court which analyzes an applies the following...
In a late night session on June 11, 2015, the Delaware House of Representatives overwhelmingly passed S.B. 75, which prohibits Delaware stock corporations from adopting “loser pays” fee-shifting bylaws and which confirms that Delaware corporations...
Carney and Shepard have a new paper, Lawyers, Ignorance, and the Dominance of Delaware Corporate Law ,
which seems intuitively correct. One reason why Delaware has been able to
maitain its preeminent position with respect to the corporate law is that...
Miramar Police Officers’ Retirement Plan v. Murdoch , C.A. No. 9860-CB (Del. Ch., Apr. 7, 2015) [ an enhanced version of this opinion is available to lexis.com subscribers ].
This Delaware Court of Chancery opinion addresses a dispute over whether...
Caspian Select Credit Master Fund Ltd. v. Key Plastics Corp . , C.A. No. 8624-VCN (Del. Ch. Feb. 24, 2014) [ an enhanced version of this opinion is available to lexis.com subscribers ].
Practical Insights on Decision : This Chancery opinion is one...
On this episode of the LexisNexis Corporate &
Commercial Insights, Steve Berstler speaks to Francis G.X. Pileggi,
Member-in-Charge, Eckert Seamans Cherin & Mellott, LLC, Wilmington, DE, about
the shareholder derivative action against Warren Buffett...
On May 14, 2015, in a landmark ruling with important implications for the potential liabilities of independent directors of companies involved in M&A transactions, the Delaware Supreme Court held that in order to state a claim for damages against...