Fonds de Regulation et de Controle Cafe Cacao v. Lion Capital Management, LLC, et al., (Del. Ch., Jan. 22, 2007), 2007 WL 315863, read opinion here . In this case, the Chancery Court dealt with a dispute over who owned how many shares of a closely held corporation that had been duly formed and operating for some time. The documentation regarding who owned how many shares was at odds with what were allegedly oral understandings.
The plaintiff failed to carry its burden of proof. Much of the trial was conducted in French with translations done contemporaneously, and which inclined the court to rely more on documentary evidence.
The court recited the controlling factors:
In general, an issuance of stock without receipt by the company of valid consideration is void. This court has long held that directors are required to place a value upon consideration, but equally longstanding precedent holds that this valuation need not be formally recorded. (citations omitted.)