Law Offices of Gary Martin Hays & Associates
P.C.
75 Ponce De Leon Ave NE Ste 101
Atlanta,
GA 30308(470) 294-1674
www.garymartinhays.com
Delaware Business Court Insider | Commentary
By Barry M. Klayman and Mark E. Felger | November 4, 2020
The dispute involved 140 acres of farmland near Milton, Delaware. Two siblings had acquired the property from their parents by gift and purchase. In a written co-ownership agreement, they agreed to waive any right that they may have to seek partition of the property without the prior written consent of the other.
Delaware Business Court Insider | Commentary
By Nathaniel J. Stuhlmiller, Catherine G. Dearlove and Russell C. Silberglied | November 4, 2020
The opinion also provides important guidance with respect to several other issues that arise in long-form dissolutions, and, given the unprecedented size and complexity of Altaba's dissolution, it will likely be the first of a number of opinions and orders to do so in this case.
Delaware Business Court Insider | Commentary
By Francis G.X. Pileggi and Chauna A. Abner | October 28, 2020
Delaware courts have often thwarted plaintiffs' pursuit of both a claim for breach of contract and a claim for breach of fiduciary duty when those claims arose out of the same facts.
Delaware Business Court Insider | Commentary
By Lewis H. Lazarus | October 21, 2020
A claim for aiding and abetting a breach of fiduciary duty fails if a plaintiff cannot allege an underlying breach. In that circumstance there is no breach to aid and abet.
Delaware Business Court Insider | Analysis|Commentary|Expert Opinion|Q&A
By Kenneth Artz | October 8, 2020
If the only question was "where are the defendants located?" it absolutely would make more sense for the patent litigation capital to be in Northern California or perhaps Delaware (where most large corporations are incorporated).
Delaware Business Court Insider | Commentary
By Barry M. Klayman and Mark E. Felger | October 7, 2020
In MTA Canada Royalty v. Compania Minera Pangea, Judge Abigail LeGrow considered whether an agreement's anti-assignment clause operated to void an assignment that occurred as a result of a subsequent merger between a contracting party to the agreement and a third party.
The Legal Intelligencer | Commentary
By Edward S. Robson | September 25, 2020
Many transactional attorneys view the fiduciary duties that flow from those in control of a company—officers, directors, managers, general partners and majority shareholders—to those not in control to be a nuisance because of the uncertainty they introduce into corporate transactions.
Delaware Business Court Insider | Commentary
By K. Tyler O'Connell | September 16, 2020
Although the failure to disclose such "intrinsic value" prevented dismissal under Corwin v. KKR Financial Holdings, Vice Chancellor Sam Glasscock III held that, in the circumstances, omission and the directors' approval of the sale did not suffice to plead a breach of the directors' fiduciary duty of loyalty.
Corporate Counsel | Commentary
By Teresa Johnson and Nate Klein | September 14, 2020
To fulfill their fiduciary duties, directors of Delaware corporations should ensure that in making decisions in the interests of stakeholders, their focus is on stockholders' long-term interests.
The Legal Intelligencer | Commentary
By Edward T. Kang | September 3, 2020
Piercing the veil of limited liability companies (LLCs) allows a court to disregard the separate corporate personality of the company and its member(s) to reach the assets of the members and hold them liable for all or part of the LLC's debts under Pennsylvania law.
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