June 2013

Gerber v. Enterprise Products Holdings, LLC, Del. Supr., No. 46, 2012 (June 10, 2013).

Issue Presented:  This seminal Delaware Supreme Court decision addresses the important, nuanced issue of whether a contract provision that presumes good faith can preclude a claim for a breach of the implied covenant of good faith and fair dealing.

Renco Group, Inc., v. MacAndrews AMG Holdings LLC, C.A. No. 7668-VCN (June 19, 2013).

This decision is the latest in an ongoing dispute among Plaintiff The Renco Group, Inc. (“Renco”) and Defendants MacAndrews AMG Holdings LLC (“AMG”), MacAndrews & Forbes Holdings Inc. (“M&F”), and Ronald O. Perelman.  Prior decisions in this case have been

This post comes from Frances Goins of Ulmer & Berne in Cleveland.  Frances is the Chair of the ABA Business Law Section’s Subcommittee on Developments in D&O Liability.

On June 16, 2013, the U.S. Supreme Court handed down its decision in Salinas v. Texas HERE which resulted from a criminal prosecution in which the defendant

Sutherland v. Sutherland, C.A. No. 2399-VCN (Del. Ch. May 30, 2013).

Issue Addressed:  Whether certain directors violated their fiduciary duties by benefiting from a system of charging for administrative expenses for personal matters that was more favorable to certain directors.

Short Answer:  No.

BackgroundMany prior Delaware decisions in this long-running

Recor Medical, Inc. v. Reinhard Warnking and Sound Invention, Inc.  C.A. No. 7387-VCN (Del. Ch., May 31, 2013, revised July 16, 2013).

Issues Presented:  Did plaintiff establish that: (i) the defendant conceived of the idea for a patent invention while employed at a predecessor of plaintiff; and (ii) the predecessor company had acquired the invention