For those readers who follow the many Chancery decisions highlighted on these pages regarding advancement for corporate officers and directors, the recent Court of Chancery decision in Nielsen v. EBTH Inc., C.A. No. 2019-0164-MTZ (Del. Ch. Sept. 30, 2019), can be added to the long line of cases that reject an argument that
Delaware Supreme Court Instructs on Standards of Deposition Conduct
A recent Delaware Supreme Court opinion provides a tutorial on the standards imposed on Delaware lawyers when a deponent, who is the lawyer’s client, engages in inappropriate conduct during a deposition. See Shorenstein Hays-Nederland Theaters LLC Appeals, Nos. 596, 2018 and 620, 2018 (Del. Supr. June 20, 2019). My overview of the decision was
I’m a Contributing Author for: “The Art of M&A: A Merger, Acquisition and Buyout Guide” (5th ed. 2019)
Your truly is a contributing author for a recently published treatise entitled: “The Art of M&A: A Merger, Acquisition and Buyout Guide” (5th ed. 2019), edited by Alexandra Reed Lajoux. I was asked to attend a book signing at the flagship Barnes & Noble store on 5th Avenue in New York City
Chancery Advancement Ruling Recites Basic Principles and Nuances
Adding to the multitude of Delaware decisions featured on these pages involving the right of corporate directors and officers to advancement of their fees incurred to defend claims against them, pursuant to DGCL Section 145, or by agreement, we offer highlights of Sider v. Hertz Global Holdings, C.A. No. 2019-0237-KSJM, Order (Del. Ch. June 17
Chancery Interprets Contractual Indemnification Clause
A recent Delaware Court of Chancery decision interpreted an indemnification clause and rejected the applicability of equitable defenses to a strictly legal claim. I highlighted the recent decision in NASDI Holdings v. North American Leasing, Inc., C.A. No. 2017-0399-KSJM (Del. Ch. Apr. 8, 2019), in an article published in the current issue of the
Recent Decision Clarifies Safe Harbors in DGCL § 144 for Board Action
The following article appeared in the current issue of the Delaware Business Court Insider:
Recent Decision Clarifies Safe Harbors in DGCL § 144 for Board Action
By: Francis G.X. Pileggi* and Chauna A. Abner**
The recent Superior Court decision in Toedtman v. Turnpoint Medical Devices, Inc., C.A. No. N17C-08-210 RRC (Del. Super. Ct., Jan
Corporate Governance and Artificial Intelligence
My Articles in NACD’s Directorship Publication
Over the last several years, many of my articles have appeared in the publication of the National Association of Corporate Directors called Directorship, and are available at this hyperlink.
American Legal Ethics, an Anthology
My first book has just been published. The title is “American Legal Ethics: A Retrospective from 1997 to 2018”. It’s an anthology of the legal ethics articles that I have written over the past 20 years for The Bencher, the magazine of the American Inns of Court. Copies are available on amazon.com
ABA Issues Opinion on Judicial Use of Internet for Factual Research
The American Bar Association recently issued an opinion regarding the limitations on the use by judges of the internet for factual research regarding a pending matter, on their own and without input from the parties in a pending case. I published a short overview of that ABA opinion for my regular ethics column for The