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.

Custom text Title Organization
Nov
6
2018
Chancery Court Denies Appraisal Rights Where a Stockholders’ Agreement Requires that Stockholders Refrain from Appraisal Petition K&L Gates
Nov
2
2018
M&A Update: Delaware Supreme Court Clarifies the “Ab Initio” Requirement for Business Judgment Review of Controlling Stockholder Transactions in Flood v. Synutra Cadwalader, Wickersham & Taft LLP
Nov
2
2018
Forward Movement in the Bureau of Consumer Financial Protection’s Student Loan Litigation: What This Means for Securitization Cadwalader, Wickersham & Taft LLP
Nov
2
2018
Doing Business In California – When Can an Out-of-State Employer’s Non-Compete Provision Stand? Squire Patton Boggs (US) LLP
Oct
30
2018
Court Of Chancery Judicially Validates Company's Ratification of Defective Corporate Acts, Therefore Rejecting Bid to Unwind Merger K&L Gates
Oct
25
2018
M&A Update: Akorn Falls Far from the Tree: Delaware Chancery Court Finds a “Material Adverse Effect” for the First Time in Akorn, Inc. v. Fresenius Kabi AG, et al. Cadwalader, Wickersham & Taft LLP
Oct
24
2018
Improper Venue Causes a Hatch-Waxman Case To Leave the District of Delaware Brinks Gilson & Lione
Oct
24
2018
District of Delaware Dismisses ANDA Applicant for Lack of Venue under TC Heartland Mintz
Oct
24
2018
Chancery Court Grants Motion for Preliminary Injunction Regarding Enforcement of Forum Selection Clause K&L Gates
Oct
21
2018
Delaware Adopts State Worker Adjustment and Retraining Notification Act Jackson Lewis P.C.
Oct
17
2018
Chancery Court Finds No Breach of Duty in Failed Corporate Inversion K&L Gates
Oct
17
2018
Getting to Business Judgment in an Interested Transaction: Controlling Stockholder Must Put Procedural Protections in Place Prior to the Commencement of Economic Negotiations Sheppard, Mullin, Richter & Hampton LLP
Oct
17
2018
Chancery Court finds that Language of Limited Partnership Agreement Governs which Claims Survive Summary Judgment in Master Limited Partnership's Related Party Transaction K&L Gates
Oct
12
2018
Delaware Chancery Court Makes Groundbreaking “Material Adverse Effect” Finding Allowing Buyer To Terminate Merger Agreement K&L Gates
Oct
10
2018
Chancery Court Claims for Breach of Fiduciary Duty Dismissed for Failure to Establish Demand Utility K&L Gates
Oct
8
2018
Ohio and California Join Other States in Passing Blockchain-Friendly Legislation Proskauer Rose LLP
Oct
3
2018
Delaware Court Finds “Material Adverse Effect” Allows Buyer to Terminate Merger Agreement: Akorn, Inc. v. Fresenius Kabi AG Mintz
Oct
2
2018
Delaware Joins Growing List of States Passing Anti-Harassment Legislation Faegre Drinker
Oct
2
2018
“I’ll Be Back . . . Probably”: The Terminator’s Conundrum Squire Patton Boggs (US) LLP
Sep
25
2018
Some Claims Survive Summary Judgment in the Ebix Shareholder Litigation K&L Gates
Sep
20
2018
Chancery Court Validates a Defective Merger and Reaffirms Reliance on Outside Legal Counsel Under Delaware Law K&L Gates
Sep
19
2018
Liability Considerations for Delaware Public Benefit Corporations Mintz
Sep
13
2018
Board's Lack of Independence from Interested Director Excuses Stockholder Demand as Futile K&L Gates
Sep
7
2018
Chancery Court Enforces LLC Agreement, Further Demonstrating that LLCs are Creatures of Contract K&L Gates
Sep
6
2018
Controller Breaches Fiduciary Duties By Coercing Onerous Financing Terms K&L Gates
Sep
6
2018
Chancery Court Cites Flawed Process in its Resort to Traditional Valuation Methodology and Reliance on all Relevant Factors in a Recent Appraisal Action K&L Gates
Sep
4
2018
Chancery Court Sets Fair Value in Appraisal Action at Deal Price Less Synergies K&L Gates
Aug
31
2018
Delaware Expands Protections Against Sexual Harassment in the Workplace Ballard Spahr LLP
Aug
31
2018
A Conflicted Controller Transaction Survives a Motion to Dismiss K&L Gates
Aug
31
2018
Court of Chancery Dismisses Fraud Claim for Alleged Extra-Contractual Misrepresentations Based on Anti-Reliance Clause K&L Gates
Aug
30
2018
Chancery Court Finds Transaction Structure can Trigger Presumptions of Business Judgment Difference at Pleading Stage K&L Gates
Aug
29
2018
Member Entitled to Fair Value of Interest Upon Forced Withdrawal K&L Gates
Aug
28
2018
Delaware Chancery Court Orders Venture Capital Firm To Increase Terminated LLC Member’s Payout In Post-Trial Opinion Cadwalader, Wickersham & Taft LLP
Aug
28
2018
Chancery Court Denises Motion to Dismiss Breach of Contract Claim Based on Language in Limited Partnership Agreement K&L Gates
Aug
27
2018
Chancery Court Grants Motion to Dismiss Relating to Alleged Breach of Fiduciary Duties by Directors of Dissolved Corporation K&L Gates
Aug
24
2018
Chancery Court Grants Certain Books And Record Demands By Minority Stockholder Related To A Merger And Valuation Of Underlying Assets K&L Gates
Aug
20
2018
Chancery Court Finds Breach of Fiduciary Duties in Insurance Business Gone Awry K&L Gates
Aug
20
2018
Chancery Court Finds That Stockholders Have Standing For Direct Suit Relating To Unique Claims For Breach Of Fiduciary Duties K&L Gates
Aug
17
2018
California Court Applies California Law To Officer Of Delaware Corporation Allen Matkins Leck Gamble Mallory & Natsis LLP
Aug
10
2018
Delaware Chancery Reiterates Directors’ Right to Access Corporation Information Katten
Aug
9
2018
Claim Trading Industry: Pay Attention to Anti-Assignment Provisions! Squire Patton Boggs (US) LLP
Aug
7
2018
M&A Update: The Importance of a High-Quality Sales Process in Determining the Outcome of an Appraisal Proceeding Cadwalader, Wickersham & Taft LLP
Aug
2
2018
Delaware Chancery Court Finds Absence of Controlling Stockholder Does Not Eliminate Possibility for Adequately Pled Corporate Overpayment Claims Cadwalader, Wickersham & Taft LLP
Jul
30
2018
Will Delaware's New Voluntary Certification Act Lead To California Lawsuits? Allen Matkins Leck Gamble Mallory & Natsis LLP
Jul
25
2018
Not So Fast – Challenges in Reincorporating from California to Delaware Sheppard, Mullin, Richter & Hampton LLP
Jul
23
2018
Invention Assignment Agreements – How to Avoid Pitfalls Foley & Lardner LLP
Jul
20
2018
Delaware Chancery Court Strictly Construes Appraisal Statute to Deny Stockholders Appraisal Rights in a Reverse Triangular Merger Sheppard, Mullin, Richter & Hampton LLP
Jul
20
2018
Chancery Court Rules that Investing in Competing Businesses Does Not Constitute Misappropriation of Trade Secrets When Permitted by Governing Documents 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
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
 

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