Dec 27 2019 |
Not Quite Instantaneous, Holmesian “Bad Men” Can Win By Knowing The Law: Plaintiffs Who Tried To Preserve Direct And Derivative Claims In A Settlement Agreement Failed To Realize That They Had Already Bargained Them Away |
K&L Gates |
Dec 27 2019 |
Delaware Court of Chancery Dismisses Derivative Claims in Reliance on Exculpatory Language in Limited Liability Company Agreement |
K&L Gates |
Dec 24 2019 |
Another “Well-pled” Caremark Claim Survives A Motion To Dismiss |
K&L Gates |
Dec 23 2019 |
Transportation and Climate Initiative Issues Draft Cap-and-Investment MOU, Seeks Public Comment |
Beveridge & Diamond PC |
Dec 21 2019 |
Delaware Court of Chancery Holds That Third-Party Stockholder Has Standing to Enforce Anti-Takeover Protections |
K&L Gates |
Dec 21 2019 |
Delaware Court of Chancery Denies Plaintiff’s Request for Declaration of Status as Majority Stockholder, Sole Director, and Chief Executive Officer |
K&L Gates |
Dec 21 2019 |
Settlement Agreement Violates Preferred Stockholder Consent Rights |
K&L Gates |
Dec 20 2019 |
Stockholder Letter Requesting Remedial Action Deemed a Pre-Suit Demand |
K&L Gates |
Dec 16 2019 |
Number of Shareholder Appraisal Petitions in Delaware Continues Downward Trend in 2018 |
Cornerstone Research |
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 |
Nov 19 2019 |
Delaware Court of Chancery Holds that a Stockholder’s Disagreement with a Board’s Business Judgment and Intent to Pursue a Proxy Contest is Not a “Proper Purpose” for a Section 220 Demand |
Sheppard, Mullin, Richter & Hampton LLP |
Nov 19 2019 |
Delaware Opens The Door To Third-party Beneficiaries |
McDermott Will & Emery |
Nov 14 2019 |
Is Something Missing From This Complaint Against The We Company? |
Allen Matkins Leck Gamble Mallory & Natsis LLP |
Nov 13 2019 |
Delaware Court of Chancery Holds that Third-Party Stockholder has Standing to Enforce Anti-Takeover Protections |
K&L Gates |
Nov 13 2019 |
Former Derivative Plaintiff Lacks Standing to Pursue Direct Claims Against General Partner |
K&L Gates |
Nov 11 2019 |
Delaware Update: Court of Chancery Declines to Bind a Non-signatory Parent Corporation to Forum Selection Clause |
Sheppard, Mullin, Richter & Hampton LLP |
Nov 11 2019 |
Energy & Sustainability M&A Activity – November 2019 |
Mintz |
Nov 8 2019 |
Delaware Court Of Chancery Holds Deal Price Generated Through Reliable Sales Process Was Fair Value |
K&L Gates |
Nov 1 2019 |
Chancery Court Allows Claims Due To Manager’s Allegiance To Particular Equity Holders Over The Company |
K&L Gates |
Oct 31 2019 |
Chancery Court Reaffirms Protection Of Mandatory Advancement Rights |
K&L Gates |
Oct 31 2019 |
Delaware Court of Chancery Upholds Forum Selection Clause in LLC Agreement Under State Law |
K&L Gates |
Oct 25 2019 |
Rejecting a Suit Seeking a 43.9% Higher Payout, the Delaware Chancery Court Declared That the $18 Per Share Price Paid for Stillwater was the Fair Value. |
K&L Gates |
Oct 23 2019 |
Destination Maternity Files for Chapter 11 Bankruptcy |
Stark & Stark |
Oct 23 2019 |
Chancery Court Dismisses Uber Derivative Suit for Failure to Make Demand or Plead Demand Futility |
K&L Gates |
Oct 22 2019 |
Maintaining Good Corporate Governance: Entire Fairness Creeping Into Actions Benefiting A Controlling Stockholder |
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 |
Oct 22 2019 |
Recent Director and Executive Compensation Lawsuits Heighten Need for Robust Corporate Governance |
Womble Bond Dickinson (US) LLP |
Oct 22 2019 |
Failure to Make Demand on Board Prior to Commencing Derivative Action not Excused When Plaintiff Did Not Demonstrate That Demand Would Have Been Futile Because Directors Acted in Bad Faith by Knowingly Breaching Oversight Responsibilities |
K&L Gates |
Oct 21 2019 |
Director Independence and Demand Futility: A Holistic Inquiry of the Pleading |
K&L Gates |
Oct 18 2019 |
As Courts Continue To Grapple With The Severability of The Federal Debt-Collection Exemption, SCOTUS Is Asked to Resolve The Issue |
Faegre Drinker |
Oct 18 2019 |
Waiver of Appraisal Rights in a Stockholder Agreement is Enforceable Under Delaware Law |
K&L Gates |
Oct 17 2019 |
Oil and Gas Bankruptcies: More Added to the List |
Steptoe & Johnson PLLC |
Oct 17 2019 |
Termination Fee is not Exclusive Remedy for Breach of No-Shop |
K&L Gates |
Oct 15 2019 |
A Director’s Mission: Understanding, Monitoring and Accurately Reporting Mission Critical Operations |
Faegre Drinker |
Oct 15 2019 |
Qualifying Your Delaware Trust In California |
Allen Matkins Leck Gamble Mallory & Natsis LLP |
Oct 14 2019 |
Delaware Statutory Trusts And The California General Corporation Law |
Allen Matkins Leck Gamble Mallory & Natsis LLP |
Oct 11 2019 |
Does Caremark Apply To California Corporations? |
Allen Matkins Leck Gamble Mallory & Natsis LLP |
Oct 11 2019 |
Why A Delaware Corporation Can Not Be A Subsidiary Of A California Corporation |
Allen Matkins Leck Gamble Mallory & Natsis LLP |
Oct 8 2019 |
Court Of Chancery Applies Political Question Doctrine In Deferring To U.S. President’s Recognition Of Venezuelan President And Holds That Extra-territorial Effects Do Not Preclude Application Of The Act Of State Doctrine |
K&L Gates |
Oct 8 2019 |
Earn-out Provision of Merger Agreement Requires Extrinsic Evidence to Aid Interpretation |
K&L Gates |
Oct 7 2019 |
Delaware Court of Chancery Allows Stockholder to Inspect Books and Records over Defendant Corporation’s Objections |
K&L Gates |
Oct 7 2019 |
Federal Circuit Upholds Choice of Delaware Law for Non-Compete |
Barnes & Thornburg LLP |
Oct 3 2019 |
Does Section 1782 Apply to Discovery in Private International Commercial Arbitration Proceedings? |
Greenberg Traurig, LLP |
Oct 2 2019 |
In a $1.365 Billion Merger, the Target Company “Blindsided” the Proposed Buyer by Terminating the Merger Agreement and the Court Upheld the Termination; Court Requests Further Briefing Re the $126.5 Million Reverse Termination Fee |
K&L Gates |
Sep 27 2019 |
Institutional Investor Advocacy Group Proposes Limits to Multi-Class Voting by Delaware Companies |
Katten |
Sep 26 2019 |
Bankruptcy Court Stops Medicare from Recouping Monies Owed by Provider |
Polsinelli PC |
Sep 26 2019 |
The Delaware Court of Chancery Enforces Clear and Unambiguous Terms of Merger Agreement in Finding Termination Fee Provision Did Not Afford Exclusive Remedy for Termination |
Cadwalader, Wickersham & Taft LLP |
Sep 25 2019 |
Why You Should Consider Incorporating Your Start-Up in Delaware |
Mintz |
Sep 24 2019 |
Third Circuit Says the FCA Does Not Guarantee A Hearing When DOJ Seeks to Dismiss Declined FCA Cases |
Mintz |
Sep 18 2019 |
Delaware Supreme Court Calculates Aruba’s Fair Value In An Appraisal Using Deal Price Minus Synergies, Reversing Lower Court’s 30-day Stock Price Calculation |
K&L Gates |