Delaware

Delaware is the first US-state, and was admitted for statehood on December 7, 1878. The state is among the smallest both by population and land-area mass, and it is divided into only three counties. The capital city, Dover is the second most populous in the state, falling behind Wilmington.

The state government of Delaware was put in place by the fourth and current constitution of the state which was adopted in 1897.  This document divided the government of the state into three branches: executive, judicial and legislative branches.

The Executive branch consists of the Governor and the Lieutenant Governor.  The Legislative Branch is the Delaware General Assembly, with a 41 seat House of Representatives and a Senate with 21 seats.  The assembly is based in Dover, with two-year terms and four-year terms, respectively.  A considerable power of the Assembly is to approve nominees appointed by the governor, and the governor gives a “state of the state” speech to the assembly each year.

The Judicial Branch consists of seven courts.  The Delaware Supreme Court is the state’s highest court, the Delaware Superior court handles trial cases of general jurisdiction and the Delaware Court of Common pleas has a limited jurisdiction of some civil and criminal matters.  The Family Court handles domestic and custody matters, and the Justice of the Peace Courts and Aldermen's Courts handle minor matters.  Additionally, the  the Third Circuit Court of Appeals has jurisdiction over Delaware.

The Delaware Court of Chancery is one of the few remaining chancery courts in the country, and it handles corporate disputes related to mergers & acquisitions, stockholder disputes, and board of directors and corporate officers.  This court uses the  Delaware General Corporation Law to inform its decisions, creating a business friendly environment for corporations. Many companies, including 60% of the companies traded on the New York Stock Exchange, are incorporated in Delaware. 

In addition to a diverse number of cases which go through the Court of Chancery, The National Law Review covers several other legal cases and disputes in the state. Tax matters, shareholder actions, bankruptcy disputes, litigation and appeals. Cases including online-driven ‘blockchain’ technologies, unclaimed property disputes, compensation history and employment law matters, and general information about administrative agencies and the government are all found on The National Law Review’s website.

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Sep
28
2021
Biden Officials Request Comments on Challenges Facing Key Sectoral Supply Chain Disputes Sheppard, Mullin, Richter & Hampton LLP
Jul
13
2021
Blasius Is Alive and Well in Delaware: Delaware Supreme Court Chides Chancery for Turning Away Stockholder’s Claims Without Considering Whether Board’s Interference with Stockholder Vote Triggered Blasius’s Compelling Justification Test Cadwalader, Wickersham & Taft LLP
Jul
16
2019
Blurring the Lines: Dolan v. Altice Demonstrates the Potentially Unexpected and Significant Impact that “Boilerplate” Provisions Can Have on Merger Agreement Interpretation Cadwalader, Wickersham & Taft LLP
Jul
28
2020
Board Guidance: Getting To Business Judgment Rule Deference When You Have A Controlling Stockholder Sheppard, Mullin, Richter & Hampton LLP
Jul
7
2021
Board Motives Matter: Delaware Supreme Court Remands Dilutive Stock Sale Case McDermott Will & Emery
Sep
13
2018
Board's Lack of Independence from Interested Director Excuses Stockholder Demand as Futile K&L Gates
Jul
3
2013
Board-Adopted Forum Selection Bylaws Upheld by Delaware Court of Chancery Hunton Andrews Kurth
Mar
26
2018
Board’s Failure to Adhere to Best Practices in Drug Clinical Trial Does Not Excuse Stockholder Demand as Futile K&L Gates
Apr
30
2012
Boilerplate 101: Governing Law Dinsmore & Shohl LLP
Feb
18
2020
Books and Records: Court Explains a Failure to Clear the Sometimes Deceptively Challenging Credible Basis Hurdle K&L Gates
Jan
26
2017
Breaking News: Unclaimed Property Legislation Passes Delaware General Assembly McDermott Will & Emery
Nov
14
2018
Breaking-up Is Hard To Do: CSH Theatres, LLC v. Nederlander of San Francisco Associates K&L Gates
Aug
7
2017
Bridging the Week: July 31 to August 4 and August 7, 2017 (Volcker; Spoofing; Distributed Ledger; New Commissioners) [VIDEO] Katten
Nov
2
2014
Business Judgment Rule Protects Board’s Decision to Maximize the Value of an Insolvent Delaware Corporation Even If It Puts Creditors at Risk Mintz
Jun
27
2020
Business Victorious in Unclaimed Gift Card False Claims Case McDermott Will & Emery
Nov
21
2014
Business-Judgment Rule Applied in NY to Going-Private Transaction Where Procedural Protections Exist Proskauer Rose LLP
Nov
29
2022
Buyer Beware: Delaware Court of Chancery Declines to Blue-Pencil Restrictive Covenant in M&A Transaction Robinson & Cole LLP
Jun
29
2023
Buyer Beware: Delaware Courts Continue to Refuse to Enforce Deal-Based Non-Competes Sheppard, Mullin, Richter & Hampton LLP
Jan
19
2023
Buyer Beware: Delaware Declines to Enforce Sale of Business Non-Compete Sheppard, Mullin, Richter & Hampton LLP
Sep
12
2014
Bylaw of Delaware Corporation Providing for Exclusive Forum in North Carolina Upheld Katten
Jul
10
2017
Cabo Verde Capital's Merger into a Foreign Company Severed Stockholder's Standing to Bring a Books and Records Action in Delaware Chancery Court K&L Gates
Jul
20
2016
California And Delaware Corporate Law Differ In Many Respects, Including Authority Of Committees Allen Matkins Leck Gamble Mallory & Natsis LLP
Mar
31
2015
California and Delaware Courts Agree: Amendments to Corporate Bylaws Do Not Apply Retroactively to Impair Pursuit Previously Accrued Claims Sheppard, Mullin, Richter & Hampton LLP
Nov
30
2020
California and Delaware Franchise Taxes Are Similar In Name Only Allen Matkins Leck Gamble Mallory & Natsis LLP
Mar
18
2016
California And Nevada Corporations Can Do This But Not Delaware Corporations Allen Matkins Leck Gamble Mallory & Natsis LLP
Mar
14
2022
California Bill Aims To End The Asymmetry Of Corporate Time Allen Matkins Leck Gamble Mallory & Natsis LLP
Aug
17
2018
California Court Applies California Law To Officer Of Delaware Corporation Allen Matkins Leck Gamble Mallory & Natsis LLP
Apr
6
2022
California Court of Appeal Addresses Derivative Standing and Failure of Oversight Claims Under Delaware Law Sheppard, Mullin, Richter & Hampton LLP
Dec
23
2014
California Court of Appeal Applies Delaware Law to Deny Discovery in Shareholder Derivative Action Sheppard, Mullin, Richter & Hampton LLP
Jan
26
2019
California Court of Appeal Enforces Delaware Forum Selection Bylaw Sheppard, Mullin, Richter & Hampton LLP
Jun
5
2018
California Court of Appeal Enforces Delaware Forum Selection Clause Contained in Certificate of Incorporation Sheppard, Mullin, Richter & Hampton LLP
Mar
28
2022
California Court Of Appeal Finds Caremark To Be Too Steep A Hill For Plaintiff To Climb Allen Matkins Leck Gamble Mallory & Natsis LLP
Sep
9
2020
California Court Rules Federal Forum Bylaw Provision To Be "Procedurally unconscionable. Indeed, glaringly so." Allen Matkins Leck Gamble Mallory & Natsis LLP
Dec
17
2018
California Employee Can Agree to Non-Compete Clause When Represented by Counsel Greenberg Traurig, LLP
Jul
12
2017
California Judge Honors Delaware Forum Selection Bylaw Allen Matkins Leck Gamble Mallory & Natsis LLP
 

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