In the latest installment of the LexisNexis Corporate and Securities Update, Steve Berstler of LexisNexis interviews Francis G.X. Pileggi, Member-in-Charge of Eckert Seamans’ Delaware office, and Kevin F. Brady of Connolly Bove Lodge & Hutz, during which they discuss the Delaware Court of Chancery’s opinion in Dubroff v. Wren Holdings LLC, as well as the recent lawsuit challenging the confidential arbitration procedures in the Delaware Court of Chancery. The videocast is available here.

The issues addressed in the Dubroff opinion include: (i) whether and when a minority shareholder’s claim for breach of fiduciary duty against a control group based on equity dilution is a direct or derivative claim; (ii) whether a disclosure claim regarding a recapitalization plan can proceed despite alleged “inquiry notice” or alleged ratification via a stockholders agreement; (iii) whether the conspiracy theory of jurisdiction applied to several defendants; as well as (iv) unjust enrichment; (v) whether the statute of limitations for individual claims by members of a class action is tolled while the class action is pending; (vi) motions to intervene and consolidate; and (vii) motions to dismiss on several bases, including lack of continuous ownership