A recent decision of the Delaware Superior Court cited an article that I co-authored with Chauna Abner that provides a step-by-step guide to transferring cases from the Delaware Court of Chancery to Delaware’s trial court of general jurisdiction, the Superior Court. See RiseDelaware Inc. v. DeMatteis, C.A. No. N22C-09-526-CLS (Del. Super. May 22, 2023).
Limited Discovery in Section 220 Actions
Some readers who have followed these pages over the last 18 years may be weary of reading about DGCL Section 220 court decisions regarding the nuanced right, subject to various prerequisites, of a stockholder to demand certain books and records. But bear with me for this short post.
Discovery in a Section 220 case is
Who Can Represent a Cancelled LLC in Response to a Petition Seeking Receiver?
The Delaware Court of Chancery recently addressed the titular topic and reasoned after a thorough analysis that, in opposing the appointment of a receiver, counsel’s “purported representation of a defunct limited liability company is not only puzzling, but impossible.” In Re Reinz Wisconsin Gasket, LLC, C.A. No. 2022-0859-MTZ, Slip op. at 2 (Del. Ch.
Chancery finds Walmart opioid derivative claims timely, but most later fail pre-suit demand test
This article was prepared by Frank Reynolds, who has been following Delaware corporate law and writing about it in various publications for more than 35 years.
The Delaware Chancery Court has ruled that Walmart Corp. shareholders did not wait too long to charge that their officers and directors violated their fiduciary duties and a settlement with federal drug regulators by letting Walmart misuse its opioid distributor role
Standards for Judicial Recusal or Disqualification
I recently posted my latest ethics column for The Bencher which provided a short overview of the standards for judicial recusal or disqualification applicable to federal judges. The standards for state judges are similar but based on slightly different rules.
Fortunately, there are not many decisions by the Delaware Court of Chancery on the standards
Criteria for Judicial Recusal
This short overview provides the basic criteria to be considered when an issue is presented about judicial recusal
Continue Reading Criteria for Judicial Recusal
Restatement of the Law on Corporate Governance
The UCLA Law School will be the venue for a conference on the American Law Institute’s pending Restatement of the Law, Corporate Governance. I have been asked to be on a panel that will discuss “Corporate Governance and Private Companies” and whether public and private companies may deal with corporate governance issues differently. On the
35th Annual Tulane Corporate Law Institute
The Annual Tulane Corporate Law Institute in New Orleans, held on March 23 and 24 this year, attracts leading practitioners in corporate and commercial law from around the country, including a somewhat disproportionately large number of lawyers from Delaware–as well as members of the Delaware judiciary who participate in panel presentations. For those who seek
Chancery Court rules director and funds he represented were ‘joint clients’ in privilege circle
This article was prepared by Frank Reynolds, who has been following Delaware corporate law and writing about it in various publications for more than 35 years.
The Delaware Chancery Court recently addressed a novel attorney-client privilege issue in an appraisal action, ruling FairXchange LLC could not shield the merger deal knowledge of its dual-role director/investment
Chancery Appoints Custodian to Assist with Dissolution of Corporation
The Court of Chancery exercised its discretion to appoint a guardian ad litem to assist the court in determining the appropriate amount to reserve as security for unknown liabilities in connection with dissolving a corporation pursuant to the optional court-supervised procedure contemplated by DGCL Sections 280 and 281(a). In the matter styled In Re Riviera