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 January 8, 2009 by Francis G.X. Pileggi

Chancery Upholds Merger Netting Zero to Common Shareholders

Hokanson v. Petty, 2008 Del Ch. LEXIS 182 (Dec. 10, 2008). This Chancery Court decision could have dismissed claims on a statute of limitations basis alone, but also addressed the merits. One notable aspect of the court's analysis was that it upheld a decision of a board with a majority... Continue Reading...
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Posted on January 2, 2009 by Francis G.X. Pileggi

Top 5 Delaware Cases from 2008--Rebuttal to Professor Brown

Last year, I replied to Professor J. Robert Brown's list of the top 5 Delaware cases that, in his view, supported his negative perspective of Delaware law that remains the constant refrain on his blog called: The Race to the Bottom. My introductory explanation from my rebuttal of last year... Continue Reading...
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