Millien v. Popescu, C.A. No. 8670-VCN (Del. Ch. July 5, 2013).
In this short letter ruling, the Court of Chancery addressed the contours of those portions of a status quo order to which the parties did not stipulate, pending an expedited trial in a proceeding under DGCL section 226 for the appointment of a custodian
Boilermakers Local 154 Retirement Fund v. Chevron Corporation, C.A. No. 7220-CS (Del. Ch. June 25, 2013). 
Issue Addressed: Enforceability of bylaws adopted by the Board of Directors providing that litigation relating to the internal affairs of the corporation must be filed only in Delaware.
Short Answer: Enforceability upheld. See, e.g., 8
Renco Group, Inc., v. MacAndrews AMG Holdings LLC, C.A. No. 7668-VCN (June 19, 2013).
This decision is the latest in an ongoing dispute among Plaintiff The Renco Group, Inc. (“Renco”) and Defendants MacAndrews AMG Holdings LLC (“AMG”), MacAndrews & Forbes Holdings Inc. (“M&F”), and Ronald O. Perelman. Prior decisions in this case have been
Sutherland v. Sutherland, C.A. No. 2399-VCN (Del. Ch. May 30, 2013).
Issue Addressed: Whether certain directors violated their fiduciary duties by benefiting from a system of charging for administrative expenses for personal matters that was more favorable to certain directors.
Short Answer: No.
Background: Many prior Delaware decisions in this long-running
Rich v. Fuqi International, Inc., C.A. No. 5653-VCG (Del. Ch. June 12, 2013).
Issue Addressed: Should a receiver be appointed to enforce an order to hold an annual shareholders’ meeting pursuant to DGCL section 211? Answer: Yes.
Brief Background: The Court of Chancery previously ordered this company to hold a shareholders’ meeting
Recor Medical, Inc. v. Reinhard Warnking and Sound Invention, Inc. C.A. No. 7387-VCN (Del. Ch., May 31, 2013, revised July 16, 2013).
Issues Presented: Did plaintiff establish that: (i) the defendant conceived of the idea for a patent invention while employed at a predecessor of plaintiff; and (ii) the predecessor company had acquired the invention
Koehler v. NetSpend Holdings, Inc., C.A. No. 8373-VCG (Del. Ch. May 21, 2013).
This Court of Chancery Opinion is especially noteworthy and is destined to be cited often as the first written opinion that deals with the increasingly common deal protection device known as a “don’t-ask-don’t-waive” provision. Although the Court was critical of the
Transdigm Inc. v. Alcoa Global Fasteners, Inc., C. A. No. 7135-VCP (May 29, 2013).
Issue Addressed: Does a buyer’s disclaimed reliance on representations and warranties outside of the stock purchase agreement bar the buyer’s claim for fraudulent concealment of material information?
Short Answer: No.
Brief Discussion: This is a dispute between
Among the key corporate and commercial Delaware decisions that we have highlighted on these pages during the first five months of 2013, the following decisions either clarified existing Delaware law or announced new law on important substantive or procedural topics. This is a supplement to the annual review of cases we have provided on this
Israel Discount Bank of New York v. First State Depository Company, LLC, C.A. No. 7237-VCP (Del. Ch. May 29, 2013). Several of the prior Chancery decisions in this case were highlighted on these pages here, here and here.
Issue Addressed: Did the defendant depository bank breach the agreement by releasing collateral and interfering