Posted on January 17, 2010 by Francis G.X. Pileggi

Delaware Court of Chancery Dismisses Dow Shareholders' Derivative Claims Regarding Rohm and Haas Acquisition for Failure to Plead Demand Futility

In Re The Dow Chemical Company Derivative Litigation, Cons. No. 4339, (Del. Ch., Jan. 11, 2010), read opinion here. Kevin Brady and Ryan Newell of the Connolly Bove firm prepared this synopsis. On January 11, 2010, a year after a major corporate battle between the Dow Chemical Company (“Dow”) and... Continue Reading...
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Posted on March 26, 2009 by Francis G.X. Pileggi

Unanimous Delaware Supreme Court Addresses Revlon and Caremark Issues

Lyondell Chemical Co. v. Ryan, Del. Supr. (March 25, 2009), read opinion here. See revised opinion of April 16, 2009 here. The Delaware Supreme Court rendered this unanimous en banc decision last evening. It was much anticipated in the corporate law world and in the few hours since its release... Continue Reading...
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Posted on March 17, 2009 by Francis G.X. Pileggi

Bainbridge on Chandler's Citigroup Decision

Professor Bainbridge provides scholarly commentary here on the recent Chancery Court decision in Citigroup, including a rebuttal to Professor Jay Brown and an analysis of Caremark duties, as well as a discussion of the theoretical and practical underpinning of the Business Judgment Rule. My prior highlighting of the Citigroup case... Continue Reading...
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Posted on February 24, 2009 by Francis G.X. Pileggi

Chancery Court Dismisses Shareholder Claims Against Citigroup for Failure to Monitor Subprime Risks But Allows Waste Claim for CEO Pay

In Re Citigroup Inc. Shareholder Derivative Litigation, (Del. Ch., Feb. 24, 2009), read opinion here. This Delaware Chancery Court opinion should be of widespread interest because it is the first detailed analysis of potential liability of directors under Delaware law for claims relating to a company suffering major losses resulting... Continue Reading...
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Posted on February 19, 2009 by Francis G.X. Pileggi

Chancery Court Allows Claims To Proceed Against Greenberg, Other AIG Directors

American International Group, Inc., Consolidated Derivative Litigation; AIG, Inc. v. Greenberg, et al., 2009 Del. Ch. LEXIS 15 (Feb. 10, 2009)("AIG I") 965 A.2d 763 (Del. Ch. 2009), read opinion here. This Chancery Court decision denied a Motion to Dismiss breach of fiduciary duty claims against former AIG Chairman Maurice... Continue Reading...
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