May 15, 2019 | Delaware Business Court Insider
In 'Aruba Networks,' Del. High Court Emphasizes Deal Price as a Measure of Appraisal ValueIn 'Verition Partners Master Fund v. Aruba Networks,' the Delaware Supreme Court considered whether the Delaware Court of Chancery abused its discretion in concluding that, as of the “effective date” of the merger between Aruba Networks Inc. and Hewlett-Packard Co., the “fair value” of Aruba was its unaffected market price.
By Jennifer H. Rearden, Jefferson E. Bell and Mark H. Mixon Jr.
7 minute read
June 13, 2018 | Delaware Business Court Insider
Chancery Court Rejects Demand Futility in Absence of Particularized AllegationsIn Steinberg v. Bearden, the Delaware Chancery Court considered whether the Aronson or Rales test for demand futility should apply to a derivative claim for breach of fiduciary duty against directors who allegedly made false and misleading statements.
By Jennifer H. Rearden, Jefferson E. Bell and Michael Marron
1 minute read
May 16, 2017 | Delaware Business Court Insider
Del. Supreme Court Clarifies, Applies Choice of Law to Multistate DisputesIn a recent decision, the Delaware Supreme Court considered the "fundamental question" of whether "Delaware courts are required to treat insurance contracts that are part of a broad insurance program as legal documents with meaning that varies substantially based on where each claim happens to arise."
By Jennifer H. Rearden, Jefferson E. Bell and Michael Marron
12 minute read
May 25, 2016 | Delaware Business Court Insider
Further Guidance on Advancing Litigation Costs to Officers, DirectorsIn Hyatt v. Al-Jazeera America Holdings II, the Delaware Court of Chancery considered the extent to which a dispute must relate to an officer or director's corporate duties before advancement of costs is triggered.
By Jennifer H. Rearden, Jefferson E. Bell and Michael Marron
14 minute read
May 20, 2015 | Delaware Business Court Insider
Stockholder Ratification of Compensation for Non-employee DirectorsIn Calma v. Templeton, the Delaware Court of Chancery analyzed whether stockholder approval of a general "compensation plan subjects the self-interested payment of compensation to non-employee directors under such a plan to judicial review under a waste standard instead of an entire fairness standard."
By Jennifer H. Rearden, Jefferson E. Bell and Michael Marron
6 minute read
May 20, 2015 | Delaware Business Court Insider
Stockholder Ratification of Compensation for Non-employee DirectorsIn the Delaware Court of Chancery analyzed whether stockholder approval of a general "compensation plan subjects the self-interested payment of compensation to non-employee directors under such a plan to judicial review under a waste standard instead of an entire fairness standard."
By Jennifer H. Rearden, Jefferson E. Bell and Michael Marron
6 minute read
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