Chancery to Decide Advancement Issue for CEO of Coal Mining Company

The Delaware Court of Chancery is scheduled to hear post-trial oral argument in connection with its expected ruling on a claim for advancement by the ex-CEO of Massey Energy, a coal mining company, who is scheduled to go on trial … Continue reading

Director Advancement and Indemnification Rights

The Delaware law of advancement and indemnification for directors and officers is not for the fainthearted. Much of the statutory interpretation in the case law is counterintuitive. Each year the ABA Business and Corporate Litigation Committee publishes recent developments in the … Continue reading

Bylaws Mandating Arbitration of Stockholder Disputes

Bylaws mandating arbitration of stockholder disputes and the related issue of forum selection clauses in bylaws are the topics covered in a recent law review article written by Claudia H. Allen that appears in the current issue of the Delaware … Continue reading

Chancery Enforces Deposition Practice Standards

In my recent ethics column for The Bencher, I highlight a recent decision of the Delaware Court of Chancery in the Dole case that enforces standards of conduct for deposition practice. In addition to interpreting Court of Chancery Rule 37 as … Continue reading

Delaware Proposes New Fee-Shifting and Forum Selection Legislation

Legislation is being proposed to ask the Delaware Legislature to limit the ability of corporations to adopt fee-shifting provisions in their charter and bylaws, but to provide additional support for adopting forum selection clauses in those same corporate documents. The proposed legislation … Continue reading

Delaware’s Chief Justice Pens M&A Article

Delaware’s Chief Justice, Leo Strine, Jr., has written an article entitled: “Documenting the Deal:  How Quality Control and Candor Can Improve Boardroom Decision-Making and Reduce the Litigation Target Zone”. Abstract:  This article addresses what legal and financial advisors can do to … Continue reading

Update on Delaware Law Impacting D&O Liability

The Professional Liability Underwriting Society is sponsoring a two-day seminar, with an emphasis on D&O insurance, in New York City on Feb. 4, 2015, which includes a panel entitled: What’s Hot in Delaware: Recent Decisions Impacting the Boardroom I will … Continue reading

Professor Bainbridge on Fee-Shifting Bylaws

Professor Stephen Bainbridge‘s corporate law scholarship is often cited by Delaware’s Supreme Court and Court of Chancery in their corporate law opinions. The good professor is a friend of this blog and one of the most prolific corporate law experts in the … Continue reading

Supreme Court Justice Authors Article on Current Bylaw Issues

Justice Henry duPont Ridgely of the Delaware Supreme Court recently authored an article on one of the most timely issues in corporate litigation today: bylaw amendments that include fee-shifting and forum selection clauses. His Honor prepared the article based on … Continue reading

Article on Recent Chancery Decision on Forum Selection Bylaws

My article entitled: Directors Given More Authority to Limit Multi-Forum Litigation, appeared in the November/December issue of NACD Directorship, a publication of the National Association of Corporate Directors. This regular short column discusses the recent Court of Chancery decision in City of Providence … Continue reading