This post was prepared by Frank Reynolds, who has been following Delaware corporate law, and writing about it for various legal publications, for over 30 years.

In a recent ruling dismissing shareholder charges that Outerwall Inc.’s directors disloyally sold the automated vendor company too cheaply to avoid losing their seats in a looming proxy fight

Sherwood v. Chan, C.A. No. 7106-VCP (Del. Ch. Dec. 20, 2011), read opinion here and TRO here.

Issue Addressed

Whether the last minute removal of an incumbent director from the company slate shortly before an annual shareholders’ meeting created irreparable harm due to the threat of an uninformed shareholder vote that warranted a

In the recent decision styled as: In The Matter of Krafft-Murphy Co., Inc., CA No. 6049-VCP (Del. Ch. Nov. 9, 2011), read opinion here, the Court addressed the unusual and novel issue of whether a receiver can be appointed under 8 Del. C. § 279 for a dissolved insulation company for claimants who suffered

Seven Investments, LLC v. AD Capital, LLC, C.A. No. 6449-VCL (Del. Ch. Nov. 21, 2011), read opinion here.

Issue Addressed: Whether a release agreement previously signed among the parties served to preclude the claims presented in this case.

Short Answer: Yes

Very Short Overview
This relatively concise decision of the Court of

In Espinoza v. Hewlett-Packard Co., read opinion here, the Delaware Supreme Court yesterday affirmed the Court of Chancery’s denial of a request under DGCL Section 220 for a report regarding the investigation relating to the ouster of former Hewlett Packard CEO Mark Hurd. Highlights of prior Chancery decisions in this matter are available here.