Chancery Explains Basis for Fiduciary Duty Default Standards Applicable to LLCs

Posted on January 31st, 2012 by Francis Pileggi

Auriga Capital Corp. v. Gatz Properties LLC, C.A. No. 4390-CS (Del. Ch., Jan. 27, 2012), read opinion here.   What this Case is About and Why it is Important This case establishes a high-water mark in terms of providing the most … Continue reading →

Chancery Stays Derivative Action in Favor of Federal Securities Class Action

Posted on January 30th, 2012 by Francis Pileggi

Brenner v. Albrecht, C.A. No. 6514-VCP (Del. Ch. Jan. 27, 2012), read opinion here. Issue Addressed The issue addressed in this case was whether a derivative action in Delaware should be stayed or allowed to proceed despite a related, pending federal … Continue reading →

Chancery Finds Corporate Officers Usurped Corporate Opportunities and Converted Resources in Violation of their Fiduciary Duty of Loyalty

Posted on January 23rd, 2012 by Francis Pileggi

In a post-trial decision, the Court of Chancery in Dweck v. Nasser, C. A. No. 1353-VCL (Jan. 18, 2012), found that Dweck, the former CEO, a director and 30% stockholder in Kids International Corporation (“Kids”), and Kevin Taxin, Kids’ President, … Continue reading →

Noteworthy 2011 Corporate and Commercial Decisions from Delaware’s Supreme Court and Court of Chancery

Posted on January 2nd, 2012 by Francis Pileggi

Noteworthy 2011 Corporate and Commercial Decisions from Delaware’s Supreme Court and Court of Chancery. By:  Francis G.X. Pileggi and Kevin F. Brady. Introduction This is the seventh year that we are providing an annual review of key Delaware corporate and … Continue reading →

Chancery Issues TRO to Postpone Shareholder Meeting Due to Last Minute Removal of Incumbent Director from Company Slate

Posted on December 21st, 2011 by Francis Pileggi

Sherwood v. Chan, C.A. No. 7106-VCP (Del. Ch. Dec. 20, 2011), read opinion here and TRO here. Issue Addressed Whether the last minute removal of an incumbent director from the company slate shortly before an annual shareholders’ meeting created irreparable harm … Continue reading →

Court of Chancery Grants Summary Judgment Against Former Deloitte Partner’s Claim

Posted on December 10th, 2011 by Francis Pileggi

In Klig v. Deloitte LLP, et al., C.A. No. 4993–VCL (Del. Ch. Nov. 21, 2011), read opinion here, the Court of Chancery granted summary judgment against the plaintiff, Steven Klig, a former tax partner at Deloitte who brought an action … Continue reading →

Chancery Denies a Motion for Reargument and Motion to Amend its Ruling

Posted on December 9th, 2011 by Francis Pileggi

The Ravenswood Investment Company L.P. v. Winmill, C.A. No. 3730-VCN (Del. Ch. Nov. 30, 2011), read letter ruling here. A prior decision by the Delaware Court of Chancery in this case was highlighted on these pages here. Issue Addressed The Court addressed … Continue reading →

The Delaware Court of Chancery: Focus of Seminar in NYC

Posted on November 11th, 2011 by Francis Pileggi

The Columbia Law School co-hosts today with Wachtell, Lipton, Rosen & Katz, a symposium entitled: The Delaware Court of Chancery: Change and Continuity. In addition to Justice Jack Jacobs of the Delaware Supreme Court, each of the 5 members of … Continue reading →

LexisNexis Corporate Law Update

Posted on November 9th, 2011 by Francis Pileggi

In the latest installment of the LexisNexis Corporate and Securities Update, Steve Berstler of LexisNexis interviews Francis G.X. Pileggi, Member-in-Charge of Eckert Seamans’ Delaware office, and Kevin F. Brady of Connolly Bove Lodge & Hutz, during which they discuss the … Continue reading →

Court of Chancery Clarifies Rights of Minority Shareholders Whose Equity is Diluted

Posted on October 29th, 2011 by Francis Pileggi

Dubroff v. Wren Holdings, LLC, C.A. No. 3940-VCN (Del. Ch. Oct. 28, 2011), read 45-page opinion here. See prior Chancery decisions in this case highlighted on these pages here and here. Issues Addressed The issues addressed in this gem of an … Continue reading →

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