Kevin F. Brady and Francis G.X. Pileggi co-authored an article for the NYU Journal of Law & Business, whose Spring 2010 issue just came online yesterday. The title of the article is: Recent Key Delaware Corporate and Commercial Decisions, and in addition to corporate opinions from 2009 and early 2010, it includes a discussion of recent Delaware decisions on
Chancery Refers Non-Equitable Case to Superior Court; Suggests New Complex Commercial Litigation Division
Massachusetts Mutual Life Insurance Company v. Certain Underwriters at Lloyd’s of London, C.A. No. 4791-VCL (Del. Ch. Sept. 24, 2010), read opinion here. A prior decision by the Court of Chancery in this case, which denied a motion to dismiss on non-jurisdictional grounds, was highlighted here.
Brief Overview
The Court of Chancery sua sponte transferred
Chancery Addresses Request for Receiver Pendente Lite of LLC
Ross Holding and Management Co. v. Advance Realty Group, LLC, C.A. No. 4113-VCN (Del. Ch. Sept. 2, 2010), is a Court of Chancery decision that addresses a motion to amend a complaint to request the appointment of a receiver for an LLC after a certificate of cancellation was filed. A more complete summary of this
Another Reason for Local Counsel?
Courtesy of Charles Fincher at www.lawcomix.com
Investment Fund Partners Required to Make Capital Call; Chancery Rejects Supervening Frustration Argument
McReynolds v. Trilantic Capital Partners IV, L.P., C.A. No. 5025-VCL (Del. Ch. Sept. 23, 2010), read opinion here.
Short Overview
The Delaware Court of Chancery rejected the argument of certain limited partners of an investment fund who filed suit to assert that they should be entitled to "back out" of the investment fund
Non-Signatory Shareholders Bound to Agreement; Court Cannot Waive Contractual Fee-Shifting Provision
Aveta, Inc. v. Bengoa, C.A. No. 5074-VCL (Del. Ch. Sept. 20, 2010), read opinion here.
The five prior decisions in this matter highlighted on this blog are available here.
Brief Overview
This is the sixth decision by the Court of Chancery in this case which involves a post-merger dispute that has a tortuous procedural
Contested Director Elections in Delaware
Recent decisions from Delaware’s Supreme Court and Court of Chancery involving contested director elections and proxy solicitation were discussed in an article appearing in the current issue of the ABA’s Business Law Today, co-authored by Delaware litigators Francis G.X. Pileggi and Kevin F. Brady. The article can be accessed here.
Social Media and Electronic Discovery
Fiduciary Duties of Officers
The Delaware Journal of Corporate Law has an article in its current issue that explores the fiduciary duty of officers (as compared to directors). The title of the article is Gantler v. Stephens: Big Epiphany or Big Failure? A Look at the Current State of Officers’ Fiduciary Duties and Advice for Potential Protection, by Michael
Corporate Defenses to New SEC Proxy Access Rules
Prof. J.W. Verret penned an article that examines potential options for corporations in connection with addressing the new SEC proxy access rules. Both the article and the interesting commentary it has generated, are available here.