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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Oct
25
2016
Delaware Chancery Court Applies MFW Framework to Dismiss Suit by Minority Stockholders in Connection with Squeeze-Out Merger K&L Gates
Dec
29
2016
Chancery Court Determines Merger Price is Fair Value in Appraisal Proceeding as Result of Properly Conducted Sales Process K&L Gates
Feb
15
2017
Delaware Court of Chancery Dismisses Derivative Action Against Board of Directors of UPS for Failure to Monitor K&L Gates
Jul
3
2017
In Statutory Merger Appraisal Proceedings, Delaware Chancery Court, Using Discounted Cash Flow Analysis, Finds Fair Value of Shares to be Below Merger Transaction Price K&L Gates
Aug
23
2017
Chancery Court Holds that Stockholder Rejection of Corporate Proposals are Not Defective Corporate Acts that Can Later Be Ratified K&L Gates
Oct
17
2017
Chancery Court Defines De Novo Standard of Review for Appeals of Receiver's Decisions Disallowing Claims K&L Gates
Jan
29
2018
Court of Chancery Holds That Corwin Defense Is Not Appropriate for the Limited Scope and Purpose of a Books and Records Action Under Section 220 K&L Gates
Apr
5
2018
Chancery Court Evaluates Objective Factors To Determine Partners' Subjective Beliefs K&L Gates
Jul
16
2018
Chancery Court Awards Damages For Breach Of Fiduciary Duty Stemming From Director's Refusal To Sign Self-Help Documents K&L Gates
Aug
28
2018
Chancery Court Denises Motion to Dismiss Breach of Contract Claim Based on Language in Limited Partnership Agreement K&L Gates
Dec
11
2018
Chancery Court Holds that Party Seeking Indemnification under Contract Procedure Loses Ability to Claim Excused Performance due to Material Breach K&L Gates
Mar
28
2019
Court Of Chancery Finds No Buyer Duty To Maximize Contingent Sale Consideration Owed To Seller K&L Gates
May
16
2019
Contractual Ambiguities Favor the Non-Moving Party at Motion To Dismiss Stage K&L Gates
Jul
14
2019
Chancery Court Finds That Language in an LLC Agreement That States an Assignment is "Null and Void" Trumps the Common Law and Renders Equitable Defenses Ineffective K&L Gates
Sep
4
2019
Limited Partnership is Dissolved because it Cannot Fulfill its Purpose K&L Gates
Oct
22
2019
A Signature Alone Is Not Dispositive Evidence Of An Intent To Be Bound In An Agreement K&L Gates
Nov
20
2019
Delaware Court of Chancery Denies Plaintiff's Request for Declaration of Status as Majority Stockholders, Sole Director, and Chief Executive Officer K&L Gates
Apr
17
2020
Delaware Denies Interlocutory Appeal Of Ordinary Advancement Entitlement Decision K&L Gates
May
5
2020
Chancery Court Calls Plaintiffs’ Bet Granting in Part & Denying in Part Partial Motion to Dismiss Breach of Fiduciary Duty Claims in Case Alleging Failure to Disclose Material Facts and Structuring a Transaction for Defendants’ Personal Financial Benefit K&L Gates
May
19
2020
Court of Chancery Defers to Board of Director's Business Judgement in Response to Stockholder's Dividend Demand K&L Gates
Jun
24
2020
Chancery Court Reaffirms Delaware Policy of Broad Section 220 Stockholder Inspection Rights K&L Gates
Jul
21
2020
Court Relies on Canons of Construction to Find LLC Agreement Consent Right Inapplicable to Contemplated Sale of Subsidiary Stock K&L Gates
Feb
12
2021
Direct and Derivative? Chancery Court Certifies Interlocutory Appeal, Asks Supreme Court to Clarify Dual Character Stockholder Claims K&L Gates
Mar
5
2021
CEO’s Role in Preparation of a Proxy Statement for a Merger Exposes CEO to Duty of Care Claims K&L Gates
Oct
25
2016
Delaware Chancery Court Dismisses Revlon Claims Based on Fully Informed, Uncoerced Stockholder Vote K&L Gates
Jan
4
2017
Delaware Chancery Court Confirms the Invalidity of Fee-Shifting Bylaws for Stock Corporations K&L Gates
Feb
16
2017
Delaware Chancery Court Enforces LLC Agreement's Forum Selection Clause in Fee Advancement Claim K&L Gates
Mar
21
2017
Delaware Court of Chancery Denies Cross-Motions for Partial Summary Judgement Pending Further Factual Development in Delaware Master Limited Partnership Unitholder Litigation K&L Gates
Jul
5
2017
Court of Chancery Dismisses all Claims Brought by Minority Stockholder K&L Gates
Jul
20
2017
Delaware Court of Chancery Holds Stockholder not Bound by Stock Transfer Restrictions not Noted on Stock Certificates K&L Gates
Oct
19
2017
Chancery Court Partially Grants Books and Records Request K&L Gates
Jul
20
2018
Court of Chancery Dismisses Derivative Suit for Failure to Demonstrate Demand Futility Because Plaintiff Failed to Allege Particularized Facts K&L Gates
Nov
6
2018
Chancery Court Denies Appraisal Rights Where a Stockholders’ Agreement Requires that Stockholders Refrain from Appraisal Petition K&L Gates
Feb
22
2019
Surgery Partners, Inc. Fails To Excise Conflicts Infecting Three Interdependent Transactions K&L Gates
Mar
29
2019
Chancery Court Grants Defendant’s Motion on the Pleadings Where Named Defendants Did Not Owe Any of the Contractual or Fiduciary Obligations Plaintiff Tried to Enforce K&L Gates
 

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