August 2005

Due to time constraints, I will only summarily mention 2 recent Chancery Court cases. Full copies of the opinions can be downloaded at the court’s website, the link for which is listed below this post.
In Weil v. Morgan Stanley DW, Inc., the Chancery Court rejected the claim that a transfer of customer accounts

The Delaware Journal of Corporate Law and the Widener University School of Law will host The 19th Annual Francis G. Pileggi Distinguished Lecture in Law entitled “Unocal at 20: Director Primacy in Takeovers” . It will be held at the Hotel duPont in Wilmington, Delaware, on Friday, September 16, 2005 at 8:00 a.m. Nationally recognized

Regardless of your focus, everyone should be concerned about the devastation caused by Katrina. I understand that some newspapers in areas damaged by the storm were only able to publish online. One local website is www.nola.com , with updates on the situation in New Orleans. Another blog has sprung up with the sole purpose of

As I have said in the past, when the number of cases published by the court converges with my busy schedule in a way that creates a time crunch, I will make much shorter references than usual to the new cases and the issues they address. This is such an occasion. The reader can then access the full opinions to obtain more details of the decision.
Romero v. Career Education Corporation. This Chancery Court decision emphasizes how difficult it is to have a Section 220 case dismissed on a Rule 12(b)(6) standard in light of all the factual inferences that must be made in favor of the claimant to the extent that a determination of a “proper purpose” under Section 220 is sought to be defeated at the initial pleadings stages. [post continued below].Continue Reading Recent Chancery Cases

Prof. Larry Ribstein has a post that refers to the current situation at KPMG, apparently dodging the bullet of indictment, and Prof. Gordon Smith also discusses the ramifications here.

Thomas More, patron saint of lawyers and scholars, is the subject of a post by Prof. Bainbridge, who refers to an article that provides many sources for current and historical references to the first lay Chancellor to the King of England.

Prof. Bainbridge has a recent blog post here about the Chancery Court’s decision in the Toys R Us Shareholder Litigation, and an analysis of Revlon board duties in connection with the sale of that company. He cites to several of his works in support of the conclusion of the court that the Revlon duties

A short reminder is helpful to new readers of this blog to emphasize the limited scope of this blog, which is to briefly summarize recent cases of import by the Delaware Chancery Court and the Delaware Supreme Court on issues of corporate and commercial Delaware law, as those court decisions are made available on the