Plaintiff reasonably interpreted parties' merger agreement as merely requiring FDA approval of the medical device system to secure milestone payment without reference to specific size variations of the product.

Venezuelan Law Governs Validity of Notes, Indenture, Agreement Governing Debt Issue

Court denied motion to compel discovery to the extent that discovery requests sought documents irrelevant to the case or communications protected by attorney-client privilege.

In the Matter of New York Civil Liberties Union v. New York State Police

Court reversed dismissal of action challenging corporate acquisition where proxy statement failed to disclose advisors' conflicts of interest and erroneously described the advisors' roles in the transaction.

Stockholders failed to adequately plead that securities filings were materially false or misleading where statements adequately conveyed that the company was subject to investigations and securities laws did not require corporations to guess as to the likely outcome of such investigations.

Chancery court erroneously applied business judgment rule to review transaction where controlling stockholder stood on both sides and received a non-ratable benefit where not all members of the company's separation committee were independent from the controller.

Appeals & Motions List released on:April 4, 2024

New Jersey Municipalities Lacked Right to File Action Under Cable Television Act, Which Conferred All Enforcement Authority upon Board of Public Utilities

Court denied corporate benefit fee to plaintiffs who were unsuccessful at trial as the appointment of independent directors to the corporation's special litigation committee was too ancillary a benefit to warrant a fee.