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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Dec
12
2016
Chancery Court Finds Clear Disclaimer of Reliance on Extra-contractual Statements in Dismissing Buyer’s Fraud Claim; Allows Certain Breach of Contract Claims to Proceed K&L Gates
Jan
30
2017
Chancery Court Invalidates Supermajority Director Removal Bylaw K&L Gates
May
31
2017
Delaware Chancery Court Cites Inelegant Drafting When Allowing Indemnification Claim to Proceed K&L Gates
Jul
11
2017
Chancery Court Holds That Certificate of Incorporation Provision Provides Preferred Stockholders Voting Right, Not Entitlement to Liquidation Preference K&L Gates
Jun
29
2018
Chancery Court Sets Fair Value in Appraisal Action Below the Valuations Suggested by the Parties K&L Gates
Sep
7
2018
Chancery Court Enforces LLC Agreement, Further Demonstrating that LLCs are Creatures of Contract K&L Gates
Nov
29
2018
In Ruling On Motion To Dismiss, Chancery Court Allows Admission Of Extrinsic Evidence To Resolve Ambiguity In Preferred Stock Certificate Of Designations K&L Gates
Mar
16
2019
Court of Chancery Invalidates Charter-Based Federal Forum Provision K&L Gates
Apr
20
2019
Inspection Rights Are Not Granted For Fishing Expeditions K&L Gates
Jul
9
2019
Chancery Court Finds Commission Under Sales Agreement Was Not "Required" Such That Entry Into Sales Agreement Required Additional Approvals K&L Gates
Jul
23
2019
Court Of Chancery Finds No Section 220 Issue Where Stockholder’s And Its Counsels’ Purposes For Demand Align K&L Gates
May
15
2020
Court Holds Trustee Did Not Abuse Discretion in Rejection Competing Acquisition Proposal for Liquidated Entity's Assets K&L Gates
Jun
19
2020
Chancery Court Declines to Move Books and Records Dispute to New York Despite New York Venue Clause in LLC Agreement K&L Gates
Aug
4
2020
Chancery Court Holds Late Breach of Fiduciary Duty Claim is Barred by Laches K&L Gates
Oct
15
2020
Delaware Chancery Court Parses Valuation Methods in Battle of the Experts K&L Gates
Nov
25
2020
Channeling Claims: the Importance of Considering (and Updating) Exclusive Forum Provisions Now K&L Gates
Dec
28
2020
Chancery Court Dismisses Complaint, Holding That Directors Were Not Conflicted in Approving a Merger Simply Due to the Threat of a Looming Proxy Contest K&L Gates
Mar
25
2021
Chancery Court Holds that Subsidiary must Advance Legal Fees to Parent Company to Cover Costs from Separate Suit by Subsidiary Against Parent Company K&L Gates
May
27
2022
Delaware Jury Awards US$334 Million in DNA Sequencing Patent Trial K&L Gates
Dec
12
2016
Delaware Chancery Court Grants Fee and Expense Award in Dell Appraisal Case K&L Gates
Feb
3
2017
Chancery Court Clarifies the Cleansing Power of an Uncoerced and Fully Informed Disinterested Majority Stockholder Vote K&L Gates
Mar
14
2017
Delaware Vice Chancellor Holds Termination of Ownership Rights by Merger Extinguishes Stockholder Standing to Bring Section 220 Action K&L Gates
Apr
19
2017
Delaware Chancery Court Enters Declaratory Judgments in Favor of Plaintiff, Finds Defendant's Actions Justify Sanctions K&L Gates
Oct
2
2017
Chancery Court Dismisses Breach of Fiduciary Claims Following The Closing of A Merger Involving Insider Side Deals K&L Gates
Nov
22
2017
Chancery Court Grants in Part and Denies in Part Motion to Dismiss Brought by Defendant FXCM, Inc. in Derivative Suit Alleging That FXCM Knowingly Violated Regulation 5.16 K&L Gates
Sep
13
2018
Board's Lack of Independence from Interested Director Excuses Stockholder Demand as Futile K&L Gates
Nov
29
2018
Back to Basics: Delaware Court of Chancery Uses Contract Principles To Determine Dispute Involving Several Provisions of a LLC Agreement K&L Gates
Jun
19
2019
Chancery Court Applies and Affirms Delaware's Corporate Opportunity Doctrine K&L Gates
Jul
25
2019
Managers Not Properly Removed From LLC Despite Sole Members' Intent K&L Gates
Oct
18
2019
Waiver of Appraisal Rights in a Stockholder Agreement is Enforceable Under Delaware Law K&L Gates
Nov
13
2019
Former Derivative Plaintiff Lacks Standing to Pursue Direct Claims Against General Partner K&L Gates
Mar
9
2020
Directors Breach Fiduciary Duties In Coercive Self-Tender K&L Gates
Apr
9
2020
Delaware Court of Chancery Finds That “Blocking Rights” Exercised by Minority Investors May Amount to an “Actual Control” Position K&L Gates
Apr
30
2020
Stockholder’s Breach Of Fiduciary Duty Claim Against Chairman Of Barnes & Noble Education, Inc. Dismissed By Delaware Court Of Chancery K&L Gates
May
15
2020
Court of Chancery Analyzes LLC Valuation Reports in Connection with Breach of Fiduciary Duty K&L Gates
 

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