Chancery Awards $72 Million in Fees for Settlement of Class and Derivative Suit

In Re Activision Blizzard, Inc. Stockholder Litigation, Cons. C.A. No. 8885-VCL (Del. Ch. May 20, 2015). This Delaware Court of Chancery opinion refers to the settlement of $275 million in this case as the largest derivative settlement, and awards fees … Continue reading

Chancery Explains Res Judicata, Collateral Estoppel and Acquiescence

Brevan Howard Credit Catalyst Master Fund Limited v. Spanish Broadcasting System, Inc., C.A. No. 9209-VCG (Del. Ch. May 19, 2015). This letter decision explains the nuances and elements of the following principles on which it granted a motion to dismiss:  … Continue reading

Delaware Supreme Court Clarifies Law on Dismissal of Claims Against Directors

The Delaware Supreme Court clarified the types of claims against independent directors that are eligible for a motion to dismiss regardless of the standard of review that applies to those claims. In re Cornerstone Therapeutics Inc. Stockholder Litigation, No. 564, … Continue reading

Court of Chancery Allows Claims to Proceed in Connection with Director Compensation

Calma v. Templeton, C.A. No. 9579-CB (Del. Ch. April 30, 2015). This Delaware Court of Chancery opinion is must reading for anyone advising a board on the procedure to follow for board determinations of compensation for fellow board members to … Continue reading

No Equitable Jurisdiction for Some Declaratory Judgment Actions

The Bancorp Bank v. Cross & Simon LLC, C.A. No. 10299 (Del. Ch. May 8, 2015). This Chancery ruling explains that a declaratory judgment action could be filed in either Chancery or Superior Court, but in order for the Delaware Court … Continue reading

Chancery Awards Fees for Unfair Process Despite Finding of Fair Price

In Re Nine Systems Corporation Shareholders Litigation, Cons. C.A. No. 3940-VCN (Del. Ch. May 7, 2015). This Delaware Court of Chancery decision on the award of attorneys’ fees is blogworthy in that the basis of the award is a post-trial finding that, … Continue reading

Chancery Dismisses Claims Based on Pre-Suit Demand Failure

Ryan v. Gursahaney, C.A. No. 9992-VCP (Del. Ch. April 28, 2015). In this Delaware Court of Chancery decision a motion to dismiss is granted due to the failure to make pre-suit demand based on an application of the Aronson principles, … Continue reading

Wal-Mart Saga Ends in Delaware; Plaintiff Loses Bid for More Section 220 Documents

As Frank Reynolds of Thomson Reuters reports, the long-running effort of a stockholder to obtain additional documents from Wal-Mart in a Section 220 proceeding appears to have reached a conclusion, though it may still be the subject of second appeal. Frank Reynolds reports … Continue reading

Creditor’s Fiduciary Duty Claims Proceed Based on Traditional Insolvency Test

Quadrant Structured Products Company, Ltd. v. Vertin, C.A. No. 6990-VCL (Del. Ch. May 4, 2015). This Court of Chancery opinion is destined to be cited as a seminal ruling for its historical and doctrinal analysis of important principles of Delaware … Continue reading

Chancery Declines to Require Company to Search Emails of Non-Employee Directors

In Re Lululemon Athletica Inc. 220 Litigation, Cons. C.A. No. 9039-VCP (Del. Ch. Apr. 30, 2015). This Delaware Court of Chancery opinion addresses important issues regarding the scope of documents (including emails) that a company must search for and produce … Continue reading