TRO = Light Blogging

I am in the middle of expedited TRO proceedings, thus my blogging will likely be very light for the next few days. Although there are a few  recent decisions I want to post about, as most readers will understand, when … Continue reading

More on Backdating

According to the Wall Street Journal’s front page article in this weekend’s edition, not since the 1970′s overseas bribery scandal have so many public corporations been in trouble at the same time. Of course there is a Delaware component to … Continue reading

Delaware v. “The Feds”; and “Shareholder Democracy”

Prof. Ribstein has a thoughtful post on what he calls the "shareholder democracy sham" and how those efforts interface with the "battle for control" (my words) between states like Delaware and the SEC (as well as the federal courts) over … Continue reading

Court Costs Payable to Prevailing Party Under Rule 54(d)

In Dewey Beach Lions Club v. Longacre, et al., (Del. Ch., Oct. 11, 2006), read opinion here , the Chancery Court ruled on a post-trial "bill of costs" pursuant to Chancery Court Rule 54(d). This is the sort of practical letter … Continue reading

CEO Compensation

The blog called Concurring Opinions has a post on a recent arbitration decision concerning compensation for the former CEO of MassMutual, as well as what questions about the board’s duties are raised regarding the terms of the CEO’s employment contract … Continue reading

Individual v. Collective Director Liability

Darian Ibrahim at the Conglomerate blog, has a thought-provoking post, and has generated equally probing comments, on the topic of imposing liability on individual directors as opposed to the whole board, especially in light of the Delaware Supreme Court’s Disney … Continue reading

Hedge Fund Denied Data Under DGCL Section 220

In Polygon Global Opportunities Master Fund v. West Corp., 2006  WL 2947486 (Del. Ch., October 12, 2006), read opinion here, the Delaware Chancery Court addressed another request for books and records under DGCL Section 220 by a hedge fund and found … Continue reading

Delaware Supreme Court Interprets New York Law

In  Rohn Industries, Inc. v. Platinum Equity, LLC, (Del. Supr., October 20, 2006), read opinion here , the Delaware Supreme Court addressed a contract interpretation question that applied New York law. It is not uncommon for Delaware courts to apply the law … Continue reading

Executive Compensation

A link to the 73-page Grasso decision yesterday in New York is provided by The CorporateCounsel.net Blog. In the summary judgment decision the court found a violation of the duty of due care. Here is the link to the blog: … Continue reading

Caremark opinion’s 10th Anniversary

Prof. Hillary A. Sale presented the 22nd Annual F.G. Pileggi Distinguished Lecture in Law earlier this morning in Wilmington, Delaware, to members of the Delaware judiciary, the Delaware bar and members of academia. She provided insightful commentary on the decision by … Continue reading