Appeal Pending on Ability of Independent Directors to Be Dismissed Early in Suit

Two recent cases involving the ability of independent directors to be dismissed early in a case involving a challenged transaction are the subject of two separate interlocutory appeals from Chancery to the Delaware Supreme Court. Frank Reynolds of Thomson Reuters … Continue reading

Supreme Court Reverses Chancery on Section 220 Forum Issue

United Technologies Corp. v. Treppel,  Del. Supr., No. 127, 2014 (Dec. 23, 2014). This Delaware Supreme Court decision reversed a Chancery decision on the issue of whether a company could insist as a prerequisite, prior to producing documents pursuant to DGCL … Continue reading

Delaware Supreme Court Clarifies Revlon Standard and Reverses Chancery’s Injunction

C&J Energy Services, Inc. v. City of Miami General Employees’ and Sanitation Employees’ Retirement Trust, Del. Supr., No. 655/657, 2014 (Dec. 19, 2014). This Delaware Supreme Court opinion is noteworthy because it clarifies the version of fiduciary duties known as … Continue reading

Delaware Supreme Court Determines Whether Agreement Provides for Per Capita or Per Share Voting

Salamone v. Gorman, Del. Supr., No. 343, 2014 (Del. 9, 2014). This Delaware Supreme Court decision interprets a voting agreement to determine whether it provides for a method of voting to elect directors based on a per capita, or a … Continue reading

Permanent Injunction Denied Where it Would be Ineffective at Protecting From the Risk of Harm

The Delaware Supreme Court, in North River Ins. Co. v. Mine Safety Appliance Co., — A.3d –, 2014 WL 5784588 (Del. Nov. 6, 2014), addressed a failed attempt to control multi-forum litigation.  Delaware’s high court affirmed the Court of Chancery’s … Continue reading

Plaintiff in Delaware Supreme Court Decision Featured in TV Interview

Doe v. Wilmington Housing Authority, is the name of a 2014 Delaware Supreme Court en banc unanimous decision that recognized the right to bear arms outside one’s home based on the Delaware State Constitution, Article I, Section 20. The gist … Continue reading

Supreme Court Recognizes Exception to Attorney/Client Privilege

The National Association of Corporate Directors publishes a magazine called Directorship. They published my article on the recent decision of the Delaware Supreme Court in the Wal-Mart case, highlighted on these pages, which recognized an exception to the attorney client … Continue reading

Justice Joseph T. Walsh, RIP

Justice Joseph Walsh recently passed away and will be sorely missed. He was a legend of the Delaware bench, having served on the Court of Chancery, Superior Court and almost two decades on the Delaware Supreme Court. He authored many important … Continue reading

Delaware Supreme Court Requires Wal-Mart to Produce Privileged Documents

Wal-Mart Stores, Inc. v. Indiana Electrical Workers Pension Trust Fund IBEW, Del. Supr., No. 614, 2013 (July 23, 2014). This Delaware Supreme Court en banc opinion requires Wal-Mart to produce documents about an alleged bribery scandal involving their Mexican subsidiary. … Continue reading

Supreme Court Reinstates Arbitration Award; Reverses Chancery

SPX Corp. v. Garda USA, Inc., Del. Supr., No. 332, 2013 (June 16, 2014). Issue Presented: Whether the standard of ”manifest disregard of the law” was met such that an arbitration award should be vacated? Answer: Not in this case. Thus, a rare reversal of … Continue reading