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Chancery Rejects Books and Records Demand under DGCL Section 220

Graulich v. Dell, Inc . (Del. Ch. May 16, 2011). What this case is about: This Court of Chancery opinion involved a demand by a shareholder for books and records of Dell, Inc. for the ostensible purpose of enabling him to investigate possible mismanagement. Further summary and commentary follows...

Delaware Court of Chancery Orders Trial on Section 220 Claim for Books and Records

The Delaware Court of Chancery yesterday denied a Motion to Dismiss a shareholder's demand for books and records of a company based on DGCL Section 220. The Court ruled that the issue of whether this action was an attempt to circumvent the stay on discovery imposed in a related federal securities...

Delaware Court of Chancery Dismisses Section 220 Suit Filed After Derivative Suit

Central Laborers Pension Fund v. News Corp. , C.A. No. 6287-VCN (Del. Ch. Nov. 30, 2011), read letter ruling here . In this case involving a request for books and records under DGCL Section 220, the Court dismissed the suit as duplicative of a parallel suit for breach of fiduciary duty in connection...

Chancery Denies Motion to Compel Supplemental Section 220 Production Due to Post-Trial Developments

Amalgamated Bank v. NetApp, Inc., C.A. No. 6772-VCG (Del. Ch. Feb. 6, 2012). Issue Addressed Whether supplement documents should be produced to comply with post-trial determination pursuant to DGCL Section 220 that books and records must be provided. Background In October 2010, the plaintiff...

Court of Chancery Appoints Receiver as Remedy for Contempt in Books and Records Action

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 a Receiver in connection with a failure to comply...

Kevin Brady Discusses Rights of Shareholders Seeking Inspection of Corporate Books and Records

Kevin Brady of Eckert Seamans Cherin & Mellott, LLC, discusses "Inspecting Corporate Books and Records in a Digital World: The Role of Electronically Stored Information," which he co-authored with Francis G.X. Pileggi and Jill Agro and appears in the Delaware Journal of Corporate Law. He...

Court Refuses to Dismiss Caremark Claims; Touts Benefits of Pre-Complaint Section 220 Books and Records Action in Demand Futility Analysis

In Re China Agritech, Inc. Shareholder Derivative Litigation , C.A. No. 7163-VCL (Del. Ch. May 21, 2013) [ an enhanced version of this opinion is available to lexis.com subscribers ]. Issue Addressed : Whether a complaint that fails to plead that demand was made on the Board and fails to plead...

Delaware Court of Chancery Interprets Proper Purpose for DGCL Section 220 Demand

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 of many examples highlighted on these pages over the...

Chancery Limits Restrictions on Confidentiality of Section 220 Production

The Ravenswood Investment Company, L.P. v. Winmill & Co. Incorporated , C.A. No. 7048-VCN (Del. Ch. Dec. 31, 2014) [ an enhanced version of this opinion is available to lexis.com subscribers ]. This Chancery ruling limited the number of years that documents produced pursuant to DGCL Section 220...

Section 220 Demand Granted for Investigation of Subsidiary

Oklahoma Firefighters’ Pension & Retirement System v. Citigroup, Inc ., C.A. No. 9587-ML (VCN) (Del. Ch. Apr. 24, 2015) [ an enhanced version of this opinion is available to lexis.com subscribers ]. This Delaware Court of Chancery opinion allowed an inspection of books and records pursuant...

Wal-Mart Saga Ends in Delaware; Plaintiff Loses Bid for More Section 220 Documents

As Frank Reynolds of Thomson Reuters reports, the long-running effort of a stockholder to obtain additional documents from Wal-Mart in a Section 220 proceeding appears to have reached a conclusion , though it may still be the subject of second appeal. Frank Reynolds reports that the Court of Chancery...

“Dead Hand Proxy Puts” Garner Increased Stockholder Scrutiny In Delaware

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 on (and threatened litigation against) Delaware...