Richard L Renck

March 01, 2023 | Delaware Business Court Insider

The Delaware's Court of Chancery recently issued its memorandum opinion in Hightower Holding v. Gibson, addressing the applicability of a Delaware choice-of-law clause in certain agreements that contained restrictive covenants, including a covenant not to compete.

By Richard L. Renck

6 minute read

December 14, 2022 | Delaware Business Court Insider

In the latest installment of a long-running dispute, Vice Chancellor J. Travis Laster recently issued a memorandum opinion denying a motion to dismiss and granting a partial motion for summary judgment in expedited proceedings pursuant to Section 225 of the Delaware General Corporation Law in Hawk Investment Holdings v. Stream TV Networks.

By Richard L. Renck

6 minute read

March 02, 2022 | Delaware Business Court Insider

As framed by the court: "No Delaware court has yet confronted the precise issue presented by respondent's motion—whether an appraisal petitioner may obtain full discovery in an appraisal proceeding where the proceeding was commenced for the purpose of pre-suit investigation."

By Richard L. Renck

8 minute read

March 17, 2021 | Delaware Business Court Insider

While the courts of Delaware have routinely observed that the governance documents for Delaware corporations—the charter and the bylaws—reflect a type of contractual relationship between and among the stockholders, the corporation and the corporation's board of directors, such a contractual relationship does not always give rise to potential claims for breach of contract where directors are alleged to have caused the company to breach specific provisions of a charter.

By Richard L. Renck

6 minute read

January 29, 2020 | Delaware Business Court Insider

As 2019 drew to a close, one of the Delaware Court of Chancery's final opinions of the decade clarified certain issues surrounding when the courts of Delaware are the proper fora for adjudicating matters that are—or might be—subject to the parties agreement to arbitrate their disputes.

By Richard L. Renck

8 minute read

May 01, 2019 | Delaware Business Court Insider

Most readers of this publication will likely be familiar with the MFW conditions announced by the Delaware Supreme Court in 2014, and which, when present, alter the standard of review of transactions between a Delaware corporation and a controller from the traditional—and onerous—entire fairness standard of review to the application of the business judgment rule.

By Richard L. Renck

5 minute read

February 27, 2019 | Delaware Business Court Insider

The Delaware courts have been asked several times in the last few years to interpret contracting parties' intent when they have relegated certain disputes to “an expert, not an arbitrator” as a form of alternative dispute resolution.

By Richard L. Renck 

5 minute read

October 21, 2015 | Delaware Business Court Insider

In Nguyen v. Barrett, C.A. No. 11511-VCG (Oct. 8, 2015), the letter opinion by Delaware Court of Chancery Vice Chancellor Sam Glasscock III denies a plaintiff's motion for the certification of an interlocutory appeal after the court rejected the plaintiff's efforts to enjoin the closing of a tender offer. The opinion will likely be cited going forward for its holding that there is no per se rule under Delaware law that a proxy statement must disclose to the stockholders the specific inputs and management projections that a financial adviser used in rendering a fairness opinion. The opinion does, however, leave open the prospect that under certain factual scenarios, such information might be material to the stockholders' decision-making process, and thus, must be disclosed.

By Richard L. Renck

5 minute read

June 24, 2015 | Delaware Business Court Insider

The Delaware Supreme Court recently revised its Internal Operating Procedures (IOPs). While many of these IOPs are not entirely new, they do represent the topics that seem to most frequently arise when non-Delaware lawyers seek counsel from Delaware lawyers regarding the appellate process before this court.

By Richard L. Renck

8 minute read

February 17, 2015 | Delaware Business Court Insider

While the decision by Delaware Court of Chancery Vice Chancellor John W. Noble in Ellis v. OTLP GP LLC, C.A. No. 10495-VCN (Let. Op. Jan. 30, 2015), takes as its form a letter opinion addressing the merits of a motion to expedite, the court's discussion of the merits of the dispute (in applying the "colorable claim" aspect of the test for expedition) is worth noting for its coverage of two topics.

By Richard L. Renck

6 minute read