Mark E Felger

August 31, 2022 | Delaware Business Court Insider

In Miller v. Black Diamond Capital Management (In re Bayou Steel BD Holdings), Adv. Pro. No. 21-51013 (KBO), 2022 WL 3079861 (Bankr. D. Del. Aug. 3, 2022), U.S. Bankruptcy Judge Karen B. Owens held that Delaware's three-year statute of repose on the liability of a member for distributions from a limited liability company, measured from the date of distribution, was preempted by Section 546 of the Bankruptcy Code.

By Barry M. Klayman and Mark E. Felger

7 minute read

August 03, 2022 | Delaware Business Court Insider

Can the Delaware Court of Chancery award damages to a defendant who was improperly enjoined by an order that dispensed with the need for a bond because of the parties' prior contractual waiver that a bond be required?

By Barry M. Klayman and Mark E. Felger

7 minute read

July 06, 2022 | Delaware Business Court Insider

The Delaware Court of Chancery has broad discretion to tailor a remedy to suit a particular situation. The recovery in a derivative action generally goes to the corporation, but that rule is not absolute.

By Barry M. Klayman and Mark E. Felger

6 minute read

June 01, 2022 | Delaware Business Court Insider

Where two halves of a deadlocked board are competing in a proxy contest, can one half assert the corporation's privilege against the other?

By Barry M. Klayman and Mark E. Felger

8 minute read

May 04, 2022 | Delaware Business Court Insider

The U.S. Supreme Court, in a per curiam opinion in 2020, said that the federal courts may issue nunc pro tunc orders, or "now for then" orders, to reflect the reality of what had already occurred.

By Barry M. Klayman and Mark E. Felger

6 minute read

March 30, 2022 | Delaware Business Court Insider

May a third party bring a direct action against an insurer for coverage on a theory of subrogation when equitable subrogation does not apply and the right cannot be traced to a statute or contract?

By Barry M. Klayman and Mark E. Felger

8 minute read

March 02, 2022 | Delaware Business Court Insider

Although Vice Chancellor Travis Laster denied the petition based on the language of the statute, his opinion appears to abandon the court's previous policy against permitting the revival of defunct Delaware corporations for use as blank check companies.

By Barry M. Klayman and Mark E. Felger

7 minute read

February 02, 2022 | Delaware Business Court Insider

At common law, before the directors could sell all the assets of a healthy corporation, they had to obtain unanimous stockholder approval. The unanimity requirement gave rise to holdout problems, where a minority of stockholders could block a transaction.

By Barry M. Klayman and Mark E. Felger

8 minute read

January 12, 2022 | Delaware Business Court Insider

The Supreme Court held that the trustee should be substituted for the nominal defendant and realigned as the plaintiff in the Chancery Action to enable him to pursue the derivative claims previously asserted by the plaintiff in the Chancery Action.

By Barry M. Klayman and Mark E. Felger

8 minute read

December 08, 2021 | Delaware Business Court Insider

The vested rights doctrine allows a property developer to proceed with a project under the rules and regulations in place at the time that its rights vested, despite subsequent changes to the law.

By Barry M. Klayman and Mark E. Felger

8 minute read