A recent Delaware Court of Chancery decision is noteworthy for its analysis of a claim in a summary proceeding to determine the rightful directors of a company after learning that the claim was based on fraudulent corporate documents. The court rejected the requested relief in Berg v. Bar-Lavi, C.A. No. 2025-0959-LWW (Del. Ch. March
Delaware justices divide over issue of post-demand news stories as “credible basis” for suit seeking corporate records
Frank Reynolds, who has been covering Delaware corporate decisions for various national publications for over 40 years, prepared this article.
The majority of a divided Delaware Supreme Court recently affirmed a Chancery decision holding that reliance on post-demand, confidentially sourced news stories of alleged director wrongdoing could be a “credible basis” for an investor’s books-and-records
Latest Edition of National Law Review’s Delaware Corporate and Commercial Law Monitor
Volume 2, Edition 3 of the National Law Review‘s Delaware Corporate and Commercial Law Monitor Monthly has been published. I’m the Editor-in-Chief. It is published monthly and emailed to a select few from the mailing lists the NLR has for their 25 other newsletters, as well as the existing subscribers of this blog
40th Annual F.G. Pileggi Distinguished Lecture in Law
The 40th Annual F. G. Pileggi Distinguished Lecture in Law, named after my father, (I have an extra middle initial of “X”), will be held on April 9, 2026, at the Hotel duPont in Wilmington, Delaware. The Delaware Journal of Corporate Law and the Delaware Law School of Widener University continue to host and
Annual Tulane Corporate Law Institute
Over the last 21 years that I have been writing this blog I have often posted about an annual corporate law seminar in New Orleans called the Tulane Corporate Law Institute, that I am attending again this year. Started by the late great Delaware Supreme Court Justice Andrew G.T. Moore over 30 years ago
Chancery Enforces Restrictive Covenant in the Business Sale Context and Addresses Fiduciary Duties of Former CEO Retained by Purchaser
Over the last few years, compared to the last few decades, the trend of courts in many states has been to be less willing to enforce restrictive covenants based on closer scrutiny of nuances such as the legitimate business interest in the scope of the restrictions. This development is consistent with the increasing number of
Chancery Analyzes Nuances of Claim for Aiding and Abetting Breach of Fiduciary Duty
The recent Chancery decision in Calumet Capital Partners LLC v. Victory Park Capital Advisors, LLC, C.A. No. 2025-0036-JTL (Del. Ch. Jan. 29, 2026), addressed various issues in a motion to dismiss claims involving poaching of employees and disloyalty among business partners.
Although there is much to commend this 74-page decision, I will limit my
Chancery Interprets New Section 220 for the Scope of a Books and Records Demand
A recent decision of a Magistrate in Chancery is useful for its application of the latest changes to DGCL Section 220 to the extent it applied the new version of the statute to a demand for books and records for the purpose of valuation. The decision in Trematerra v. The Affinity Project Inc.
Chancery Clarifies Limited Scope of Representation for Corporate Counsel
A recent Order from the Delaware Court of Chancery granted a motion to dismiss claims against a law firm for breach of fiduciary duty. In connection with its decision, the court provided noteworthy clarification and guidance about the scope of representation of corporate counsel. In Hecate Holdings LLC v. Repsol Renewables North America, Inc.
The National Law Review’s Delaware Corporate and Commercial Law Monitor
Volume 2, Edition 2 of the National Law Review‘s Delaware Corporate and Commercial Law Monitor has been published. I’m the Editor-in-Chief. It is published monthly and emailed to a select few from the mailing lists the NLR has for their 25 other newsletters, as well as the existing subscribers of this blog who read