Supreme Court Addresses Direct v. Derivative Claim in Contractual Context

NAF Holdings, LLC v. Li & Fung (Trading) Limited, Del. Supr., No. 641, 2014 (Del. June 24, 2015). This Delaware Supreme Court decision held that a party has a direct claim to pursue a breach of contract action for a … Continue reading

Delaware Insiders Give Insights on Delaware’s New Fee-Shifting Legislation

An insider’s view of the recent Delaware legislation banning fee-shifting bylaws is provided by Professor Lawrence Hamermesh and Norman Monhait as published in this post from the Institute of Delaware Corporate and Business Law. This is must reading for anyone who seeks … Continue reading

New Law Signed to Limit Fee-Shifting and Enforce Delaware Forum Selection

The Delaware Governor today signed legislation discussed on these pages previously, that: (i) limits the ability to provide, in bylaws or a corporate charter, for the imposition of fee-shifting on plaintiffs who sue corporations or their directors/officers; and (ii) validates the selection of … Continue reading

Chancery Addresses Conflicting Representation of Director by Counsel for Adverse Party

Partners Healthcare Solutions Holdings, L.P. v. Universal American Corp., C.A. No. 9593-VCG (Del. Ch. June 17, 2015). This Delaware Chancery decision provides useful guidance on a situation involving a director who was designated by a major stockholder pursuant to an … Continue reading

Supreme Court Rejects Malicious Prosecution/Fee-Shifting Claim

Blue Hen Mechanical, Inc. v. Christian Brothers Risk Pooling Trust, Del. Supr., No. 589, 2014 (Del. June 15, 2015). This Delaware Supreme Court opinion has practical application for corporate litigators and civil litigators generally, due to the manner in which it addresses: (i) how … Continue reading

Dissolution of Profitable LLC Granted Despite Agreement Barring Voluntary Dissolution

Meyer Natural Foods LLC v. Duff, C.A. No. 9703-VCN (Del. Ch., June 4, 2015). This Court of Chancery letter ruling is noteworthy to the extent that the Court granted dissolution of an LLC despite: (i) no deadlock (one member owned 51%); (ii) an ongoing profitable … Continue reading

Supreme Court Rules on Appeal of Liquor License Dispute

This is a guest article from Ciro Poppiti, III, Esquire, the Register of Wills for New Castle County, Delaware, and a frequent commentator on food-and-beverage law. Office of the Commissioner, Delaware Alcoholic Beverage Control v. Appeals Commissioner, Delaware Alcoholic Beverage … Continue reading

Chancery Awards Fees Based on “Gross Value of Settlement”

In re Jefferies Group, Inc. Shareholders Litigation, Cons. C.A. No. 8059-CB (Del. Ch. June 5, 2015). This Delaware Court of Chancery letter ruling describes the standards that apply to a request for attorneys’ fees in connection with the settlement of … Continue reading

Claim Based on Disclosure of Confidential Data Allowed to Proceed

Akzo Nobel Codings Inc. v. The Dow Chemical Company, C.A. No. 8666-VCP (Del. Ch. June 5, 2015). This Delaware Court of Chancery opinion is useful for its analysis of a claim for breach of a contractual duty to maintain the … Continue reading

Chancery Interprets Rule 54(b)

Policemen’s Annuity and Benefit Fund of Chicago, Illinois v. DV Realty Advisors LLC, C.A. No. 7204-VCN (Del. Ch. May 28, 2015). This letter ruling is useful for purposes of discussing the criteria that the court will apply to determine whether the … Continue reading