LexisNexis® Legal Newsroom
Francis G.X. Pileggi
Delaware Court of Chancery Retains Delaware Jurisdiction Despite Competing California Suits

In Parcell v. Southwall Technologies, Inc. , C.A. No. 7003-VCL (Del. Ch. Nov. 7, 2011)(transcript), the Delaware Court of Chancery refused to stay litigation challenging a transaction despite parallel litigation pending in California challenging the...

Francis G.X. Pileggi
Delaware Court of Chancery Applies Step Transaction Doctrine to Favor Substance Over Form

In Coughlan v. NXP B.V ., C. A. No. 5110-VCG (Del. Ch. Nov. 4, 2011), the Delaware Court of Chancery applied the step transaction doctrine and the equitable principle that elevates substance over form, in order to grant summary judgment in a contract...

The Conference Board
Dodd-Frank Corporate Clawback Policies and Board Discretion

by Barbara Blackford The Dodd-Frank Act included a host of executive-pay reforms, such as the "say on pay" requirement that affected companies in 2011. One of the Dodd-Frank reforms currently awaiting SEC regulation is the mandate that...

Thomas Fox
Checklist for Defending FCPA Cases

Most readers of this blog will be familiar with the Lindsey Manufacturing and Esquenazi Rodriguez prosecutions earlier this year. Both sets of individual defendants in these cases were convicted of violating the Foreign Corrupt Practices Act (FCPA). These...

Kevin M. LaCroix
Kiwi Surprise: D&O Insurance Defense Cost Protection Unavailable When Prospective Claims Exceed Policy Limits

One of the primary purposes for which policyholders purchase D&O insurance is to provide directors and officers with defense cost protection in the event claims are made against them. However, a September 15, 2011 decision by a justice of the New...

Margit Livingston
Article 9 Security Interests in Commercial Tort Claims

Security interests in commercial tort claims require special attention to ensure that they are properly created and perfected under UCC Article 9. This is demonstrated by two recent Court of Appeals decisions. Ultimately, both Courts of Appeal held...