In Steel Partners II, L.P. v. Point Blank Solutions, Inc., 2008 WL 3522431 (Aug. 12, 2008), the initial complaint was filed to force the holding of a shareholders meeting (which had not taken place since 2005), pursuant to DGCL Section 211. After a stipulation was entered into for a date to hold the meeting, the
Professor Ribstein: Ryan v. Lyondell–Another Example of “Corporate Indeterminacy”
Professor Larry Ribstein posits here, in response to Professor Bainbridge’s recent commentary on Ryan v. Lyondell, here, that Ryan is among other things another example of "corporate indeterminacy", as compared to the greater certainty that can be achieved via contractual provisions in an LLC context. (See my summary of the Ryan decision
Professor Bainbridge: Delaware Legislature Should Revisit DGCL Section 102 (b)(7)
Professor Stephen Bainbridge muses here about the recent Ryan v. Lyondell decision by the Delaware Chancery Court, summarized here, as well as insights by Professor Gordon Smith (who views the decision as predictable), and suggests that it is time for the Delaware Legislature to revisit DGCL Section 102(b)(7) to, among other things, add greater clarity to this very
Georgia On My Mind
The recent invasion of Georgia by Russia reminded me of something that we in the U.S. understandably take for granted. Regardless of the unrest occurring in the rest of the world, we have the luxury of contemplating and writing about Delaware corporate law without worrying about other countries encroaching our borders–at least via conventional warfare. Residents
Class Action Against The Pope?
It seems that I finally have a good faith basis to pen a law-related post relevant to this blog that warrants the use of a photo of His Holiness Pope Benedict XVI.
As reported recently by the ClassActionBlawg.com here, apparently descendants of The Knights Templar have sued the Supreme Pontiff about alleged confiscation of property
“At Issue” Exception Not Applicable To Attorney/Client Privilege
In the case of In Re William Lyon Homes Shareholder Litigation, 2008 WL 3522437 (Del. Ch., Aug. 8, 2008), the Chancery Court ruled that the "at issue" exception to the attorney/client privilege did not apply to the facts of the case, and thus the privilege was not waived, because the defendants specifically adopted a tactic
Carl Icahn on Shareholder Activism
Carl Icahn writes here on his eponymous blog about his historic record as a shareholder and his impact on corporate governance as well as on shareholder value. He provides examples of several of his long-term investments to which he attributes a large part of his impressive accumulation of wealth. Regardless of which side of the shareholder activism
Court Allows Amended Complaint Despite Motion to Dismiss
Sutherland v. Sutherland, 2008 WL 3021024 (Aug. 5, 2008).
This is an example of the Chancery Court’s practical side which allows it to cut to the chase and avoid unnecessary procedural entanglements. In this case, despite a Motion to Dismiss that was pending, and in light of the multiple proceedings that ensued after the motion
Lawyers Who Blog: Statistics
I am giving a panel presentation in November to the Pennsylvania Business Institute about lawyers who blog. I am honored that Kevin LaCroix of The D & O Diary fame has agreed to also be on the panel.
In the course of preparing for the presentation, I asked Maura Burke, one of our firm’s summer associates, to compile statistics about
Vacation Week
During my family vacation next week (the week of August 18), I am not likely to post about any new cases during that week, but I plan to catch up on about a dozen or more cases that I have already done "draft posts" for and that I plan to finalize, but that were not of such great importance