Posted on February 10, 2010 by Francis G.X. Pileggi

Delaware Court of Chancery Rules on Contested Board Elections in Expedited Section 225 Suit; Addresses Issues of First Impression on Reduction in Board Size, and Voting Rights; Re: Street Name v. Stock Ledger

Kurz v. Holbrook, No. 5019-VCL (Del. Ch., Feb. 9, 2010), read opinion here. This 80-page Delaware Court of Chancery opinion decided an expedited claim based on DGCL Section 225, challenging the election of board members. Important Groundbreaking Issues Addressed. This opinion is must reading for anyone who would seek to... Continue Reading...
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Posted on January 19, 2010 by Francis G.X. Pileggi

Delaware Court of Chancery Explains Procedural Prerequisites to Rebut Business Judgment Rule Protection for Board of Directors; Defines "Interested" Director and Lack of Director "Independence"

Robotti & Co. LLC v. Liddell, No. 3128-VCN (Del. Ch., Jan. 14, 2010), read opinion here. See summary of Court of Chancery's prior Section 220 decision involving these parties here. This 43-page Delaware Court of Chancery decision could serve as a “mini-law review article” that explains the current Delaware law... Continue Reading...
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Posted on October 27, 2009 by Francis G.X. Pileggi

Chancery Court Discusses Fiduciary Duty of Director to Disclose Information While Negotiating Release with Corporation and Whether Lack of Disclosure Could Invalidate the Release

Xu v. Heckmann Corporation, No. 4673-CC (Del. Ch. October 26, 2009), read opinion here. The Chancellor of the Delaware Court of Chancery in this opinion decides a Motion to Dismiss Counterclaims involving issues related to fraud allegations against a director. The founder of a selling company, based in China,... Continue Reading...
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