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 Corinne Ball | September 5, 2018
To the extent that a minority shareholder relies upon its blocking rights to obtain what might be viewed as an “unfair” advantage for itself, Basho suggests that there is potential exposure as a fiduciary.
Delaware Business Court Insider | Commentary
By Barry M. Klayman and Mark E. Felger | September 5, 2018
The purchase and sale of claims held by creditors against debtors in a bankruptcy proceeding has become a big business.
Delaware Business Court Insider | Commentary
By John Mark Zeberkiewicz and Nathaniel Stuhlmiller | August 29, 2018
In two recent opinions, The Cirillo Family Trust v. Moezinia, 2018 WL 3388398 (Del. Ch. July 11, 2018), and Charles Almond v. Glenhill Advisors, 2018 WL 3954733 (Del. Ch. Aug. 17, 2018), the Delaware Court of Chancery exercised its powers under Section 205 of the Delaware General Corporation Law (the DGCL) to validate acts that, due to technical problems in their authorization, may have otherwise been void or voidable.
Delaware Business Court Insider | Commentary
By Mark J. Oberstaedt and Nicholas Franchetti | August 22, 2018
When an important M&A contracting strategy goes by the moniker “sandbagging,” it is safe to assume the strategy is controversial.
Delaware Business Court Insider | Commentary
By Lewis H. Lazarus | August 22, 2018
Delaware statutes enabling formation of unincorporated entities like LLCs and limited partnerships afford freedom for owners to structure business relationships as they see fit. This freedom carries with it the responsibility accurately and completely to describe the parties' rights and duties.
Delaware Business Court Insider | Commentary
By Christopher B. Chuff, M. Duncan Grant, and Joanna J. Cline | August 15, 2018
It is well-settled Delaware law that a stockholder is deemed to be a controller when it owns more than 50 percent of the corporation's stock or it owns less than 50 percent of the corporation's stock, but nevertheless exercises actual control over the corporation or the challenged decision.
Delaware Business Court Insider | Commentary
By Albert H. Manwaring IV | August 8, 2018
Appraisal is a limited statutory remedy that provides a Delaware general corporation's stockholders, who dissent to the sufficiency of the merger price, with the right to have the Delaware Court of Chancery determine the “fair value” of their shares.
Delaware Business Court Insider | Commentary
By Barry M. Klayman and Mark E. Felger | August 6, 2018
Does public access extend to discovery materials that are not filed with the court? Vice Chancellor J. Travis Laster says no: materials developed during the pretrial discovery process are not part of the presumptively public record until they are filed with the court, such as by being placed on the docket or lodged in evidence.
Delaware Business Court Insider | Commentary
By Edward M. McNally | August 1, 2018
We all sometimes believe we know more than what we really do understand. Despite scholarly warnings about that tendency, it continues to mislead us. Now that same error is threatening the legal profession.
Delaware Business Court Insider | Commentary
By Gabriel Herrmann and Lee R. Crain | July 25, 2018
The Delaware Court of Chancery's decision in Wenske v. Blue Bell Creameries, C.A. No. 2017-0699-JRS (July 6, 2018) (Slights, V.C.), highlights an interesting practical challenge faced by parties seeking to impose oversight obligations on a manager charged with operating a business in accordance with sound industry business practices.
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