The Delaware Chancery Court, by Order available here, has amended Chancery Court Rules 3(aa) and 15(c), effective March 2, 2009. The text of the Order is so short, I will repeat it verbatim:
This 31st day of December, 2008, IT IS HEREBY ORDERED that Court of Chancery Rule 3(aa) is amended by deleting the first sentence of Rule 3(aa) in its entirety and substituting in place of the first sentence the following language, which shall be effective Monday, March 2, 2009.
All complaints, counterclaims , cross-claims and third-party complaints, and any amendments thereto, shall be verified by each of the parties filing such pleading.
IT IS FURTHER ORDERED that Court of Chancery Rule 15 (c)(3) shall be amended by deleting subparagraph (c)(3) in its entirety and substituting in its place the following language , which shall become effective March 2, 2009.
The amendment changes the party or the name of the party against whom a claim is asserted if the foregoing provisions of subdivision (2) of this paragraph are satisfied and, within 120 days of the filing of the complaint , or such additional time the Court allows for good cause shown, the party to be brought in by amendment.
The change to Chancery Court Rule 3(aa) makes it clear that not only do complaints need to be verified, but so too counterclaims, cross-claims, third-party complaints, and any amendments thereto.
The change to Rule 15(c)(3) refers to a new limit of 120 days from the filing of the complaint (with exceptions) as a deadline for when amendments that change the party or the name of the party will relate back to the date of the original pleading.
"All ye who labor" in the vineyards of Delaware corporate/business litigation, be forewarned.
UPDATE/CLARIFICATION: The Chancellor sent an email today to members of the Delaware Bar, shortly after the above Order was circulated by email, to provide clarification about the referenced amendment to Rule 15(c)(3). His Honor’s email follows verbatim.
To all members of the Bar:
This is to clarify one possible ambiguity regarding the Chancery Rule 15(c)(3) amendment that you just received today via the DSBA’s List Service. The Court of Chancery only amended the introductory paragraph to Rule 15(c)(3), beginning with the words "the amendment" and ending with the words "by amendment". Nothing in the amendment to the introductory paragraph of Chancery Rule 15(c)(3) was intended to alter or modify the remaining subparagraphs (A) and (B) to Rule 15(c)(3). Those subparagraphs remain unchanged.
Thank you for your attention to this matter.