Delaware Business Court Insider | Commentary
By Lewis H. Lazarus | March 7, 2018
The Delaware Court of Chancery is often called upon to assess whether a plaintiff challenging an interested transaction who fails to make demand on the board to pursue claims based on alleged self-dealing or director interest can overcome the procedural hurdle of a motion to dismiss under Rules 23.1 and 12(b)(6).
Delaware Business Court Insider | Commentary
By Barry M. Klayman and Mark E. Felger | March 7, 2018
In In re Rent-A-Wreck of America, Bankruptcy Judge Laurie Silverstein dismissed voluntarily filed bankruptcy cases on the grounds they were not filed in good faith.
Delaware Business Court Insider | Commentary
By Nathaniel J. Stuhlmiller | February 28, 2018
In three recent memorandum opinions, the Delaware Court of Chancery revisited the distinction between void and voidable acts under Delaware common law.
Delaware Business Court Insider | Commentary
By James H. S. Levine and Douglas D. Herrmann | February 22, 2018
Over the past several years, the Delaware Court of Chancery has applied the stockholder ratification defense in challenges to director compensation awards made pursuant to stockholder approved equity incentive plans (EIPs).
Delaware Business Court Insider | Commentary
By Jefferson E. Bell and David A. Coon | February 21, 2018
In a Dec. 19, 2017, decision, In re Investors Bancorp Stockholder Litigation, the Delaware Supreme Court considered the limits of a stockholder ratification defense when directors make equity awards to themselves under an equity incentive plan or “EIP.”
Delaware Business Court Insider | Commentary
By Albert H. Manwaring IV | February 21, 2018
The Delaware Limited Liability Company Act's policy is to give the maximum effect to the principle of freedom of contract in LLC operating agreements.
Delaware Business Court Insider | Commentary
By P. Clarkson Collins Jr. | February 14, 2018
The Delaware Supreme Court recently issued an important corporate law decision addressing issue preclusion in the context of multiple shareholder derivative actions.
Delaware Business Court Insider
By Barry M. Klayman and Mark E. Felger | February 14, 2018
Vice Chancellor J. Travis Laster held that a provision in a stockholders agreement that purported to limit the board's authority to select the company's chief executive officer was ineffective because it conflicted with the Delaware General Corporation Law.
Delaware Business Court Insider | Commentary
By Michelle Reed and Matthew Lloyd | February 7, 2018
The Delaware Supreme Court declined to adopt a new standard governing issue preclusion of derivative actions, creating a tension with Delaware courts' forceful encouragement that stockholders fully investigate their claims before pursuing such actions on behalf of a company.
Delaware Business Court Insider | Commentary
By Edward M. McNally | January 31, 2018
Where does your company want to be sued? Of course, the obvious answer is “nowhere.” But in this litigious country that is not realistic.
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