Regular readers of these pages over the last 18 years are familiar with one of the nation’s most prolific corporate law scholars: Professor Stephen Bainbridge, who is often cited in Delaware court decisions. His latest book weighs in on the latest craze in corporate law: ESG considerations in addition to the traditional focus on shareholder
corporate governance
Our Annual Review of Key Delaware Corporate and Commercial Decisions: Praised by Prof. Bainbridge
By Francis Pileggi on
Posted in Annual Review of Key Delaware Cases
Professor Stephen Bainbridge, a nationally-prominent corporate law professor whose voluminous scholarship is often cited in Delaware corporate law decisions, was kind enough to share our annual review of key Delaware corporate decisions via Twitter with the following high praise, while referring to a subscription-only publication called The Chancery Daily which reports on decisions from Delaware’s…
18th Annual Review of Key Delaware Corporate and Commercial Decisions
By Francis Pileggi on
Posted in Annual Review of Key Delaware Cases
By: Francis G.X. Pileggi* and Sean M. Brennecke**
Courtesy of the Delaware Business Court Insider, which published this article in two parts (it’s 34-pages long), this is our annual review of key Delaware corporate and commercial decisions.
This year’s list focuses, with some exceptions, on the unsung heroes among the many decisions that have…
Supreme Court Offers New Guidance on DGCL Section 220
By Francis Pileggi on
Posted in Delaware Supreme Court Updates
The Delaware Supreme Court recently provided guidance to corporate litigators regarding the nuances of DGCL Section 220, which most readers recognize as the statute that allows stockholders to demand certain corporate records if the prerequisites in the statute–and those imposed by countless court decisions–have been satisfied. In NVIDIA Corp. v. City of Westmoreland Police and …
Consent Statute Not Sufficient Alone to Impose Jurisdiction on Corporate Officer
By Francis Pileggi on
Posted in Chancery Court Updates
A recent Delaware Court of Chancery opinion should have a place in the toolbox of litigators who need to be familiar with the latest iteration of Delaware law on the nuanced aspects of the consent statute as a potential basis to impose personal jurisdiction on officers and directors of Delaware corporations by virtue of their…
The “Wedge”: Corporate Governance Term and Delaware Geography Reference
By Francis Pileggi on
Posted in Chancery Court Updates
A recent Delaware Court of Chancery opinion decided a contested mootness fee request in connection with benefits that resulted from stockholder litigation. Instead of the thorough analysis concerning the appropriate amount of the fee award, what one reader thinks is more interesting about the decision, from a historical perspective, is the introduction which defines the…
Chancery Clarifies Standard to Shift Fees for Improper Litigation Conduct
By Francis Pileggi on
Posted in Chancery Court Updates
For the last 16 years, these pages have featured many highlights of court decisions addressing the right of a stockholder, or a member of an LLC, to demand a company’s “books and records“. Regular readers will recall much commentary about why the exercise of such rights are not for the fainthearted.
Why this decision…
Corporate Law and Woke CEOs
By Francis Pileggi on
Posted in Commentary
One of the country’s foremost corporate law scholars, Prof. Stephen Bainbridge, who readers of Delaware corporate law decisions and readers of these pages will recognize as having earned a place in the pantheon of corporate law luminaries, has commented on the titular topic, based on a recent Wall Street Journal article that discusses a backlash…
Company’s Privileged Communications Must Be Provided to Board Members
By Francis Pileggi on
I have been writing an ethics column for the national publication of The American Inns of Court, called The Bencher, for about 24 years or so. My latest column appears in the current edition and is reproduced below, courtesy of The Bencher and The American Inns of Court.
Company’s Privileged Communications Must Be Provided to…
16th Annual Review of Key Delaware Corporate and Commercial Decisions
16th Annual Review of Key Delaware Corporate and Commercial Decisions
By: Francis G.X. Pileggi and Chauna A. Abner
This is the 16th year that Francis Pileggi has published an annual list of key corporate and commercial decisions of the Delaware Supreme Court and the Delaware Court of Chancery. This list does not attempt to include…