• In the Matter of the Niki & Darren Irrevocable Trust

    Publication Date: 2024-08-06
    Practice Area: Trusts and Estates
    Industry: Financial Services and Banking
    Court: Court of Chancery
    Judge: Vice Chancellor Glasscock
    Attorneys: For plaintiff:
    for defendant:

    Case Number: 2019-0302-SG

    Successor beneficiary of trust successfully challenged purported decanting of trust corpus into a new trust where the trust did not give trustees the authority to invade trust corpus, a necessary power to decant trust assets under Delaware law.

  • In re Kraft Heinz Demand Refused Derivative Stockholder Litig.

    Publication Date: 2024-08-06
    Practice Area: Corporate Governance
    Industry: Food and Beverage | Investments and Investment Advisory | Manufacturing
    Court: Court of Chancery
    Judge: Vice Chancellor Will
    Attorneys: For plaintiff: Carmella P. Keener, Cooch & Taylor, P.A., Wilmington, DE; P. Bradford deLeeuw, deLeeuw Law LLC, Wilmington, DE; Benjamin Kaufman & Patrick Donovan, Wolf Haldenstein Freeman & Herz LLP, New York, NY; Michael Hynes, Ligaya Hernandez, Hynes & Hernandez LLC, Malvern, PA; Robert C. Schubert, Willem F. Jonckheer, Schubert Jonckheer & Kolbe LLP, San Francisco, CA; Richard D. Greenfield, Marguerite R. Goodman, Ann M. Caldweel, Greenfield & Goodman LLC, Philadelphia, PA; Fred T. Isquith, Sr., Isquith Law PLLC, New York, NY for plaintiffs.
    for defendant: Matthew D. Stachel, Paul, Weiss, Rifkind, Wharton & Garrison LLP, Wilmington, DE; Daniel J. Kramer, Andrew J. Ehrlich, William A. Clareman, Paul, Weiss, Rifkind, Wharton & Garrison LLP, New York, NY; Michael A. Pittenger, Jacqueline A. Rogers, Caneel Radinson-Blasucci, Potter Anderson & Corroon LLP, Wilmington, DE; Sandra C. Goldstein, Stefan Atkinson, Kevin M. Neylan, Jr., Kirkland & Ellis LLP, New York, NY for defendants.

    Case Number: 2022-0398-LWW

    Court dismissed derivative complaint following rejected litigation demand where plaintiff stockholders had alleged no facts demonstrating errors or improprieties in the efforts of the working group formed to investigate plaintiffs' litigation demands.

  • 330 Hospitality Group, LLC v. The City of Rehoboth Beach

    Publication Date: 2024-08-06
    Practice Area: Land Use and Planning
    Industry: Construction | Real Estate | State and Local Government
    Court: Delaware Superior Court
    Judge: Judge Robinson
    Attorneys: For plaintiff: Richard E. Berl, Jr., Hudson, Jones, Jaywork & Fisher, LLC, Lewes, DE for petitioner.
    for defendant: Daniel A. Griffith, Thomas Wallace, Whiteford, Taylor & Preston, LLC, Wilmington, DE for respondents.

    Case Number: S22C-11-016 RHR

    Court remanded denial of rezoning application where city commissioners failed to adequately explain the legal reasons for denying the application.

  • Exit Strategy, LLC v. Festival Retail Fund BH, L.P.

    Publication Date: 2024-08-06
    Practice Area: Corporate Governance
    Industry: Investments and Investment Advisory | Real Estate | Retail
    Court: Delaware Supreme Court
    Judge: Justice LeGrow
    Attorneys: For plaintiff: David A. Jenkins, Jason Z. Miller, Smith, Katzenstein & Jenkins LLP, Wilmington, DE for appellant.
    for defendant: Douglas D. Herrmann, James H.S. Levine, Troutman Pepper Hamilton Sanders LLP, Wilmington, DE; Andrew W. Zepeda, Lurie, Zepeda, Schmalz, Hogan & Martin, Los Angeles, CA for appellee.

    Case Number: 318, 2023

    Special limited partner was not entitled to distribution from sale of partnership's primary asset where partnership was entitled to deduct defeasance costs to satisfy the mortgage to sell the property as a "loan interest cost."

  • Cook v. Deep Hole Creek Assoc.

    Publication Date: 2024-08-06
    Practice Area: Real Estate
    Industry: Real Estate
    Court: Court of Chancery
    Judge: Vice Chancellor Glasscock
    Attorneys: For plaintiff: Richard E. Berl, Jr., Hudson, Jones, Jaywork & Fisher, LLC, Lewes, DE for plaintiffs.
    for defendant: John W. Paradee, Brian V. DeMott, Baird Mandalas Brockstedt & Federico, LLC, Dover, DE for defendants.

    Case Number: 2021-0522-SG

    Where the deed and survey record supported finding that the original property owners intended for a subdivided lot to extend to the centerline of the adjacent waterway to ensure the lot had sufficient acreage to become buildable, the court quieted title in favor of the lot's current owners' right to wharf out from their property.

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    Georgia Construction Law Handbook 2024

    Authors: T. BART GARY, JAKE CARROLL

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  • Seavitt v. N-able, Inc.

    Publication Date: 2024-08-06
    Practice Area: Corporate Governance
    Industry: Investments and Investment Advisory | Software | Technology Media and Telecom
    Court: Court of Chancery
    Judge: Vice Chancellor Laster
    Attorneys: For plaintiff: Thomas Curry, Saxena White, P.A., Wilmington, DE; David Wales, Saxena White, P.A., White Plains, NY; Adam Warden, Saxena White, P.A., Boca Raton, FL; Julie Goldsmith Reiser, Richard A. Speirs, Cohen Milstein Sellers & Toll PLLC, New York, NY for plaintiff.
    for defendant: Raymond J. DiCamillo, Matthew D. Perri, Nicole M. Henry, Kevin M. Kidwell, Richards, Layton & Finger, P.A., Wilmington, DE for defendant.

    Case Number: 2023-0326-JTL

    Governance provisions transferring authority from board to controlling investors was facially invalid where such provisions had not been incorporated into the corporate charter, as charters could not incorporate private agreements by reference without rendering them non-public and preventing stockholders from amending the charter.

  • XRI Inv. Holdings LLC v. Holifield

    Publication Date: 2024-08-06
    Practice Area: Corporate Governance
    Industry: Energy | Investments and Investment Advisory
    Court: Court of Chancery
    Judge: Vice Chancellor Laster
    Attorneys: For plaintiff: A. Thompson Bayliss, Samuel D. Cordle, Eric A. Veres, Abrams & Bayliss LLP, Wilmington, DE; Angela C. Zambrano, Yolanda Cornejo Garcia, Margaret Hope Allen, Sidley Austin LLP, Dallas, TX; Robin Wechkin, Sidley Austin LLP, Issaquah, WA for plaintiff.
    for defendant: Michael W. McDermott, Richard I. G. Jones, Jr., David B. Anthony, Zachary J. Schnapp, Berger McDermott LLP, Wilmington, DE for defendants.

    Case Number: 2021-0619-JTL

    Breach of LLC agreement's no-transfer provision was willful where member was charged with knowledge of the provision and knew that transferring his units was a critical part of a loan transaction he was attempting to close, as the member merely reasonably believed that the LLC would not object to the transaction.

  • Vladimir Gusinsky Revocable Trust v. Hayes

    Publication Date: 2024-08-06
    Practice Area: Corporate Governance
    Industry: Aerospace | Investments and Investment Advisory | Manufacturing
    Court: Court of Chancery
    Judge: Vice Chancellor Zurn
    Attorneys: For plaintiff: Blake A. Bennett, Cooch and Taylor, P.A., Wilmington, DE for plaintiff.
    for defendant: John L. Reed, DLA Piper LLP (US), Wilmington, DE for defendants.

    Case Number: 2022-1124-MTZ

    Derivative complaint failed due to lack of allegations of bad faith by board where record showed it never knowingly or intentionally disregarded any alleged requirement for a stockholder vote to amend corporation's employee equity awards.

  • In re: BYJU's Alpha, Inc.

    Publication Date: 2024-07-30
    Practice Area: Bankruptcy
    Industry: Investments and Investment Advisory
    Court: U.S. District Court of Delaware
    Judge: District Judge Noreika
    Attorneys: For plaintiff: Pieter Van Tol, Christoper R. Bryant, Elizabeth Carter, Hogan Lovells US, LLP, New York, NY; David Massey, Hogan Lovells US, LLP, Miami, FL; Evan T. Miller, Saul Ewing LLP, Wilmington, DE; Turner N. Falk, Saul Ewing LLP, Philadelphia, PA for appellants.
    for defendant: Susheel Kirpalani, Benjamin Finestone, William B. Adams, Daniel Holzman, Jianjian Ye, Quinn Emanuel Urquhart & Sullivan LLP, New York, NY; Robert S. Brady, Kenneth J. Enos, Jared W. Kochenash, Timothy R. Powell, Young Conaway Stargatt & Taylor, LLP, Wilmington, DE; George W. Hicks, Jr., Kirkland & Ellis LLP, Washington, DC; Seth M. Cohen, Kirkland & Ellis LLP, San Francisco, CA; Patrick J. Nash, Jr., Kirkland & Ellis LLP, Chicago, IL; Brian Schartz, Kirkland & Ellis LLP, New York, NY; Laura Davis Jones, Peter J. Keane, Pachulski Stang Ziehl & Jones LLP, Wilmington, DE for appellees.

    Case Number: 2410140 (JTD)

    Court denied stay of bankruptcy court contempt and preliminary injunction orders pending appeal where defendants were unlikely to succeed on the merits of their claims against the orders and where the orders would not irreparably harm defendants by requiring them to produce ordered discovery or merely preventing them from transferring or using claimed funds under their control.

  • Hub Group, Inc. v. Knoll

    Publication Date: 2024-07-30
    Practice Area: Contracts
    Industry: Transportation
    Court: Court of Chancery
    Judge: Vice Chancellor Glasscock
    Attorneys: For plaintiff: John A. Sensing, Tyler E. Cragg, Hannah L. Paxton, Potter Anderson & Corroon LLP, Wilmington, DE for plaintiff.
    for defendant: Steven J. Fineman, Travis S. Hunter, Alexandra M. Ewing, Morgan R. Harrison, Richards, Layton & Finger, P.A., Wilmington, DE for defendant.

    Case Number: 2024-0471-SG

    Court denied temporary restraining order to enforce non-compete after it found the agreement's scope overly-broad by territory and competition such that it was not essential to protect employer's legitimate business interests.