Highlights & Analysis of Key Decisions from Delaware's Supreme Court & Court of Chancery
The Delaware Court of Chancery recently denied a frivolous pro se motion to recuse, and the introduction to the reasons why the motion was denied might be used as an eloquent preface for a rebuttal to almost any frivolous accusation that a recipient may be reluctant to dignify with a response.
In Wollner v. PearPop…
This post was prepared by Frank Reynolds, who has been following Delaware law and writing about it in various publications for over 30 years.
The Chancery Court recently ruled Carvana Company’s controlling family must prove their stock deal was entirely fair to the on-line used car dealer’s investors after finding the long, dependent business relationships…
This post was prepared by Frank Reynolds, who has been following Delaware law and writing about it in various publications for over 30 years.
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In the recent Delaware Court of Chancery opinion styled: Knight v. Miller, C.A. No. 2021-0581-SG (Del. Ch. April 27, 2022), the court described this case as “. . . another bloom on the hardy perennial of director compensation litigation.” Slip op. at 2.
The court granted some parts of a motion to dismiss, but…
The Delaware Court of Chancery opinion styled: In re PLX Technology Inc. Stockholders Litigation, Cons. C.A. No. 9880-VCL (Del. Ch. April 18, 2022), described its opinion as a public service. It addressed the payment logistics and administration for the settlement of a class action. An impasse arose because the Depository Trust Company (“DTC”) implemented…
A recent Chancery decision is notable for the following quote: “A party cannot act intentionally to create harm, then invoke equity in relief of that harm. If that is not a traditional equitable maxim, it should be.” Pentwater Capital Management LP v. Kaz, C.A. No. 2021-1087-SG, Slip op. at 14 (Del. Ch. April 8,…
The Delaware Court of Chancery opinion styled: Zhou v. Deng, C.A. No. 2021-0026-JRS (Del. Ch. April 6, 2022), is notable for addressing two useful aspects of Delaware corporate and commercial litigation:
First, DGCL Section 225 is a very narrowly focused summary proceeding that is considered to be “in rem”. This limits the ability…
In the Chancery decision of Hawkins v. Daniel, C.A. No. 2021-0453-JTL (Del. Ch. April 4, 2022), the court found that an irrevocable proxy was ambiguous and it did not state that it would “run with the shares” based on the “special principles of contract interpretation” applicable to proxy agreements. This 85-page opinion needs to…
In the case styled: Sorenson Impact Foundation v. Continental Stock Transfer & Trust Co., C.A. No. 2021-0413-SG (Del. Ch. April 1, 2022), the Delaware Court of Chancery denied a motion to dismiss filed by former stockholders of an acquired company who did not receive the proceeds from the sale of their shares in their…
In my latest article for the current issue of The Delaware Business Court Insider, I provide highlights of a recent Chancery decision that involved virtually no damages for non-compliance with a confidentiality provision. Courtesy of that publication, the article is reprinted below.
A recent noteworthy Delaware Court of Chancery decision should be kept handy by
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