In Bonham v. HVH Holdings, Inc., download file, the court was called upon to interpret the provisions of a Stock Purchase Agreement (“SPA”) regarding the type of notice that was a prerequisite to making a claim against a $25 million escrow fund that was created for post-closing liabilities that might arise in connection
January 2006
Judge (soon to be Justice) Alito on Business Issues
By Francis Pileggi on
Posted in Commentary
Prof. Larry Ribstein has an article in Forbes magazine that appeared yesterday with a summary of business cases decided by Judge Alito and a few insights on how he might address pending cases before the U.S. Supreme Court on business-related legal issues.
Top Ten Legal Ethics Stories in 2005
By Francis Pileggi on
Posted in Commentary
The Legal Ethics Forum blog posts on the top 10 legal ethics stories of 2005, along with several others that warrant “honorable mention”.
Duty of Majority Shareholder in Context of Merger
By Francis Pileggi on
Posted in Court of Chancery Updates
The Chancery Court denied summary judgment sought by a majority shareholder, based on claims of breach of loyalty for alleged actions in connection with a merger. Crescent/Mach I Partnership, L.P. v. Turner, download file, involved the claim that a majority shareholder breached his fiduciary duty in connection with a merger agreement in which…
Enforcement of Lease Restriction v. Competing Business in Same Shopping Center
By Francis Pileggi on
Posted in Court of Chancery Updates
Penn Mart Supermarkets, Inc. v. New Castle Shopping LLC, download file, is a factually intensive case that involved a claim that the landlord and another tenant of a shopping center breached a covenant in a lease that prohibited other tenants from selling certain types of products that would compete with the Penn Mart…
Corporate Law Debate
By Francis Pileggi on
Posted in Commentary
For links to articles and other writings about a corporate law debate raging in the blawgosphere among corporate law experts, see the overview by Prof. Bainbridge here. The labels are progressive v. conservative, but regardless of the labels, the discussion is educational for those interested in competing schools of thought regarding the proper role…
Final Day of Alito Hearings
By Francis Pileggi on
Posted in Commentary
For a quick summary of the final day of hearings on SCOTUS nominee Judge Samuel Alito, here is an article courtesy of Law.com. It appears that his confirmation is nearly certain, absent any parliamentary tricks.
Day 3 of the Alito Hearings
By Francis Pileggi on
Posted in Commentary
The Conglomerate blog posts about day 3 of the Alito hearings.
It may be telling that among the most notable part of the hearings on day 3 was not about the testimony of the nominee, but sparring between senators on the committee about whether a letter that one sent to the other was actually received,…
Judge Alito and the “Little Guy”
By Francis Pileggi on
Posted in Commentary
Prof. Bainbridge has a post here about Judge Alito and “the little guy”. I saw the opening of the hearings last night on C-Span and was moved and impressed by the SCOTUS nominee’s brief overview of how he came from humble beginnings. He described how a friend lending his father $50 for “tuition and a…
Judge Alito’s Ethics Defended
By Francis Pileggi on
Posted in Commentary
For those who take legal (and judicial) ethics seriously, Prof. Bainbridge posts here an analysis by legal ethics expert Ronald Rotunda, about why having a mutual fund with Vanguard would not necessarily create a conflict for a reviewing jurist, anymore than a judge having a bank account at Bank of America would create a necessary…