Tag Archives: Aronson

Chancery Discusses Revlon in Context of Granting Option to Sell Company

The Delaware Court of Chancery addressed a bevy of basic corporate litigation principles in the context of claims challenging the actions of directors, and determining which standards of review apply, and which procedural prerequisites need to be satisfied. In Carr v. New Enterprise Associates, Inc., C.A. No. 2017-0381-AGB (Del. Ch. Mar. 26, 2018), claims for … Continue Reading

Court of Chancery Dismisses Waste Claim against Trustees of a Statutory Trust

Protas v. Cavanagh, C.A. No. 6555-VCG (Del. Ch. May 4, 20120). Issue Addressed Whether the plaintiff satisfied the pre-suit demand requirements in her derivative claims against the trustees of the trust. Short Answer No, and therefore her complaint was dismissed. Background This case involved claims by a common stockholder of a Delaware statutory trust against … Continue Reading

Delaware Court of Chancery Dismisses Dow Shareholders’ Derivative Claims Regarding Rohm and Haas Acquisition for Failure to Plead Demand Futility

In Re The Dow Chemical Company Derivative Litigation, Cons. No. 4339, (Del. Ch., Jan. 11, 2010), read opinion here. Kevin Brady and Ryan Newell of the Connolly Bove firm prepared this synopsis. On January 11, 2010, a year after a major corporate battle between the Dow Chemical Company (“Dow”) and Rohm & Haas Company (“ROH”) … Continue Reading

Top 5 Delaware Cases from 2008–Rebuttal to Professor Brown

Last year,  I replied to Professor J. Robert Brown’s list of the top 5 Delaware cases that, in his view, supported his negative perspective of Delaware law that remains the constant refrain on his blog called: The Race to the Bottom. My introductory explanation from my rebuttal of last year was as follows: … I realize that there are many … Continue Reading

Chancery Court Dismisses Claims Against Board of Lear Corp. for Payment of Termination Fee to Bidder Led by Carl Icahn

In Re Lear Corp. Shareholder Litigation, 2008 WL 4053221 (Del. Ch., Sept. 2, 2008), read opinion here. This is the third Chancery Court decision in about as many (business) days that addresses the issue of whether: claims against a board of directors will be dismissed based on the exculpation clause in a corporate charter as authorized by DGCL Section 102(b)(7). The … Continue Reading
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