Statutory “Fair Value” Standard Not Applicable to Departing Accounting Firm Member’s Interest Due to LLC Agreement Terms
Showell v. Pusey, C.A. No. 3970-VCG (Del. Ch. Sept. 1, 2011). Issue Addressed This opinion interprets an LLC Agreement in order to determine what value, if any, a member is due for his interest in an accounting firm, formed as … Continue reading
Court of Chancery Enforces Broad Forum Selection Clause; Enjoins First-Filed Action
In ASDC Holdings, LLC, et al. v. The Richard J. Malouf 2008 All Smiles Grantor Retained Annuity Trust, et al., C.A. No. 6562-VCP (Del. Ch. Sept. 14, 2011), read opinion here, the Court of Chancery held that where a forum selection clause … Continue reading
New Master in Chancery is Appointed for Delaware Court of Chancery
The Delaware Court of Chancery announced today that a new Master in Chancery has been appointed. Abigail Myers LeGrow comes to the Court of Chancery from her position as a corporate litigation associate at Potter Anderson & Corroon. Chancellor Leo … Continue reading
LexisNexis Corporate Law Update
In the latest installment of the LexisNexis Corporate Law Update, Steve Berstler of LexisNexis interviews Francis Pileggi about recent Delaware corporate litigation cases in a videocast available here.
Delaware Supreme Court Rules on Life Insurance Payouts
In PHL Variable Insurance Co. v. Price Dawe 2006 Insurance Trust (Del. Sept. 20, 2011), and The Lincoln National Life Insurance Co. v. Joseph Schlanger 2006 Insurance Trust (Del. Sept. 20, 2011), Delaware’s highest court addressed somewhat esoteric issues involving hedge funds … Continue reading
Chancery Sorts out Imbroglio Due in Part to Lack of LLC Operating Agreement
Phillips v. Hove, C.A. No. 3644-VCL (Del. Ch. Sept. 22, 2011). Read opinion here. Issues Addressed This 52-page post-trial opinion addressed a score of issues related to the fiduciary duties owed by member-managers and the dissolution of an LLC based … Continue reading
Court of Chancery Imposes Remedies for Breach of Obligation to Negotiate in Good Faith
PharmAthene, Inc. v. SIGA Technologies, Inc., C.A. No. 2627-VCP (Del. Ch. Sept. 22, 2011) read opinion here. See prior Chancery decisions in this case highlighted on these pages here. Bloomberg/Businessweek posted an article about the case, available here. Issues Addressed This 117-page decision … Continue reading
Delaware Supreme Court Rejects BNY Mellon’s Challenge of Liberty Media’s Starz Spinoff
The Bank of New York Mellon Trust Company v. Liberty Media Corp., No. 284, 2011 (Del. Supr. Sept. 21, 2011), read opinion here. Bloomberg‘s article on the decision is available here. A summary of the Chancery opinion, affirmed by Delaware’s … Continue reading
Chancery Refuses to Open Default Judgment — In Part Due to Failure to Retain Delaware Counsel Promptly
In CanCan Development, LLC v. Manno, C.A. No. 6283-VCL (Del. Ch. Sept. 21, 2011), read opinion here, the Court refused to open a default judgment and explained why the defendant was liable for plaintiff’s attorneys’ fees and costs. Jill Agro … Continue reading
Chancery Clarifies Issues for Trial in Long-Running Dispute
Sutherland v. Sutherland, C.A. No. 2399-VCN (Del. Ch. Sept. 21, 2011) read opinion here. The many prior decisions by the Delaware courts in the long-running, internecine saga among these parties has been highlighted on these pages here. This letter decision … Continue reading
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