As I have said in prior posts, depending on the volume of cases that are the focus of this blog and the date they are published by the courts, compared with my workload, I may only have time to list the cases and a few key legal issues addressed. This is one of those posts.
About 5 decisions relevant to this blog appeared on the Chancery Court’s website within the past few days, at about the same time I was working feverishly to file an expedited motion for an injunction in the same court. Here goes.
In Disney v. The Walt Disney Co. (decided shortly before the recently announced decision of Roy Disney to settle certain disputes with the company his uncle founded), the court reviewed a prior decision on remand from the Delaware Supreme Court regarding confidentiality of documents in a Section 220 case. The Chancery Court thoroughly discusses a company’s right to maintain the confidentiality of documents produced in a Section 220 case, and the different standard used for a Protective Order under Rule 26 in the course of discovery issues in a conventional case.
Next is the case of In Re Toys “R” Us, Inc., Shareholder Litigation. Here the court refused to enjoin a buyout and rejected the claim that the breakup fee agreed to by the directors shut out other suitors. The remaining cases are listed below the next link.
In Albert v. Alex. Brown Management Services, Inc., the court considered consolidated cases involving various claims including breach of fiduciary duty and unjust enrichment against fund managers who took large sums of money from investors, but after the exchange funds collapsed, the fund managers suspended communications and redemptions. The court found that many of the claims in the complaints (that were over 100 pages long), were time barred, but due to ambiguity about which claims were time-barred, the court order supplemental arguments.
Next is In Re Freeport-McMoRan Sulpher Inc. Shareholder Litigation, a class action contesting a merger in which a motion for summary judgment by the defendants was denied. The court discusses the standard for summary judgment and the respective burdens of each side once such a motion is filed (at page 18). A thorough discussion of the original claims filed in 1998 and the subsequent amendments and appeals and remands, is also recited.
Lastly for this supplement is a case that is not a typical business case, but it restates the principle of quantum meruit that is often applicable to business cases. In Harrison v. Hayes, a consolidated case, the court recites at pages 11 and 12 the requirements for quantum meruit and when it applies. All of these opinions can be downloaded at the Chancery Court’s website.