Edward M Mcnally

December 16, 2015 | Delaware Business Court Insider

Delaware corporate law has long recognized the importance of how a stockholder's claim is characterized.

By Edward M. McNally

5 minute read

October 21, 2015 | Delaware Business Court Insider

Much has been written lately about why suits objecting to a merger are so bad. The complaint is that those suits lack any merit and are filed only to get a fee for the plaintiffs bar, after a quick settlement. As evidence of this abuse, the critics point to the prevalence of merger objection suits (occurring in 90 percent of deals) and the speed with which those suits are filed soon after a merger announcement. After all, 90 percent of all mergers cannot be objectionable and a suit filed so quickly could not have followed taking the time to investigate its merits. When the suit is settled shortly after filing, with only some additional disclosures added to the proxy statement and a fee paid to the plaintiffs' attorneys, the litigation looks suspicious. Calls for reform are made almost daily.

By Edward M. McNally

4 minute read

September 09, 2015 | Delaware Business Court Insider

The current surge in stockholder activism raises the interesting question whether proxy contests should be conducted fairly.

By Edward M. McNally

5 minute read

September 09, 2015 | Delaware Business Court Insider

The current surge in stockholder activism raises the interesting question whether proxy contests should be conducted fairly.

By Edward M. McNally

5 minute read

September 02, 2015 | Delaware Business Court Insider

We are often asked to seek an injunction in the Delaware Court of Chancery to prevent a perceived abuse by our client's opponent in another tribunal. Those requests are not always far-fetched.

By Edward M. McNally

5 minute read

September 02, 2015 | Delaware Business Court Insider

We are often asked to seek an injunction in the Delaware Court of Chancery to prevent a perceived abuse by our client's opponent in another tribunal. Those requests are not always far-fetched.

By Edward M. McNally

5 minute read

July 22, 2015 | Delaware Business Court Insider

A recent but little-known decision by a Delaware court may have substantially expanded the state's jurisdiction over the directors of a Delaware corporation.

By Edward M. McNally

5 minute read

July 22, 2015 | Delaware Business Court Insider

A recent but little-known decision by a Delaware court may have substantially expanded the state's jurisdiction over the directors of a Delaware corporation.

By Edward M. McNally

5 minute read

May 13, 2015 | Law.com

A just-issued Court of Chancery decision clarifies, and possibly expands, creditors' rights. In 2007, the Delaware Supreme Court ruled that a corporation's creditors may sue its board of directors for violating its fiduciary duties, but only after the corporation became insolvent.

By Edward M. McNally

5 minute read

May 13, 2015 | Delaware Business Court Insider

A just-issued Court of Chancery decision clarifies, and possibly expands, creditors' rights. In 2007, the Delaware Supreme Court ruled that a corporation's creditors may sue its board of directors for violating its fiduciary duties, but only after the corporation became insolvent.

By Edward M. McNally

5 minute read