The Common Scold blog, by Monica Bay, posts here about Maureen Dowd’s recent book, Are Men Necessary, and said it reminded her, in its style, of Malcolm Gladwell’s book called Blink, which I liked. What does this have to do with the topic of this blog? To the extent that the legal
January 2006
Arbitration is Not Always Better
By Francis Pileggi on
Posted in Selected Articles by Francis
This article discusses some drawbacks to arbitration.
Arbitration May Not Be As Efficient As It Seems; The Delaware Law Weekly, October 2005 .
New Business Law Blog
By Francis Pileggi on
Posted in Commentary
Blog Guru Kevin O’Keefe reports that The Wall Street Journal has now started a blog on topics involving business and the law here. The author is a lawyer who formerly worked on Wall Street.
I was fortunate to have worked with Kevin to get my blog started almost a year ago. As Kevin reports…
Tortious Interference in Connection with a Merger
By Francis Pileggi on
Posted in Court of Chancery Updates
In UbiquiTel, Inc. v. Sprint Corporation, download file, claims were asserted for tortious interference with contract and civil conspiracy arising out of a merger of Sprint and Nextel. Nextel moved to dismiss the claims for failure to state a claim under Chancery Court Rule 12(b)(6). This decision denied that motion. As required in…
Review of Selected 2005 Delaware Chancery and Supreme Court Cases
By Francis Pileggi on
Posted in Annual Review of Key Delaware Cases, Commentary
This is an outline of a very brief overview of recent Delaware corporate and commercial decisions that I selected based on those that I have summarized on this blog during 2005. Note that I have not included cases that you likely will have seen reviewed elsewhere, such as the Disney decision, nor is this an…
Indemnification and Advancement Decision Clarified.
By Francis Pileggi on
Posted in Court of Chancery Updates
Upon remand from a partial reversal by the Delaware Supreme Court, the Chancery Court clarified that the partial remand was not on an issue that plaintiff prevailed on, and therefore, plaintiff would not be entitled to “fees for fees” that might otherwise be available. Kaung v. Cole National Corp., download file, involves a…
Books and Records Inspection Granted Under 220 Despite Zapata SLC
By Francis Pileggi on
Posted in Court of Chancery Updates
Kaufman v. Computer Associates International, Inc., download file, presents the issue of whether a books and records action under Section 220 of the DGCL should be stayed at the request of a special litigation committee (SLC) when a derivative action encompassing substantially the same allegation of wrongdoing filed by different plaintiffs is pending…
Shareholder v. Director Powers
By Francis Pileggi on
Posted in Court of Chancery Updates
Chancellor Chandler just decided Unisuper Ltd. v. News Corporation, a case in which he addresses the tension between shareholder and director power, as blogged by Gordon Smith and Steve Bainbridge who think his conclusion is wrong to the extent he allows shareholders to agree to restrict the power of the board to manage the…
Claims of Improper Issuance of Shares with Preemption Rights and Interested Transaction Denied
By Francis Pileggi on
Posted in Court of Chancery Updates
In Benihana of Tokyo, Inc. v. Benihana, Inc., download file, the plaintiff sought rescission of an agreement to issue $20 million of Benihana preferred stock based on the claim that the transaction violated the Certificate of Incorporation and Section 151 of the DGCL by virtue of its issuance of new shares with preemptive…
Court Approves Discounted Counsel Fees
By Francis Pileggi on
Posted in Court of Chancery Updates
The case of In Re: Instinet Group, Inc. Shareholders Litigation, download file, involved the court’s approval of a settlement for counsel fees. The parties stipulated that if the court approved a fee request in the amount of $1,450,000 and expenses of $173,031 then the defendants would pay that amount if ultimately awarded by…