Helpful reminders about the requirements for limiting the ability to make claims based on extra-contractual statements are featured in the pithy letter ruling from the Court of Chancery in Park7 Student Housing LLC, v. PR III/Park7 SH Holdings, LLC, C.A. No. 2025-0167-MTZ (Del. Ch. June 20, 2025). The Court reiterates the well-established rules of
Court of Chancery
Chancery Grants Partial Fee-Shifting for Breach of Fiduciary Duty and Spoliation
By Francis Pileggi on
Posted in Court of Chancery Updates
A recent decision from the Delaware Court of Chancery addressed damages for breach of the fiduciary duty of loyalty where they were not capable of precise measurement, and there was also a claim for spoliation. The most recent decision in this matter addresses damages. Sorrento Theraupetics, Inc. v. Mack, C.A. No. 2021-0210-PAF (Del. Ch.
Sixth Edition of The National Law Review’s Delaware Corporate and Commercial Law Monitor
By Francis Pileggi on
Posted in Commentary
As the Editor-in-Chief of The National Law Review‘s publication called the Delaware Corporate and Commercial Law Monitor, I’m pleased to share the Sixth Edition that has now been published.
The Delaware Corporate and Commercial Law Monitor curates articles from many commentators around the country. Commentary from academia and practitioners continues to examine…
Chancery Declines to Appoint Receiver for Dissolved LLC
By Francis Pileggi on
Posted in Court of Chancery Updates
A recent Delaware Court of Chancery decision provided a nuanced analysis to explain its reasoning for not appointing a receiver for a cancelled LLC. In PXP Producing Co. LLC v. MitEnergy Upstream LLC, C.A. No. 2024-0668-MTZ (Del. Ch. June 26, 2025), the complaint also sought nullification of the cancellation on the grounds that the…
Chancery “Xes” out investor’s suit over losses in Musk’s Twitter purchase
By Francis Pileggi on
Posted in Court of Chancery Updates
Frank Reynolds, who has been covering Delaware corporate decisions for various national publications for over 40 years, prepared this article.
The Delaware Court of Chancery recently dismissed all claims against Elon Musk and his X Corp. acquisition entities brought by a Twitter Inc. investor who claimed to have lost $1.88 million because of Musk’s alleged…
Court of Chancery Grants Orders Changing Time-Stamped Filing Date Under Rule 5
By Francis Pileggi on
Posted in Court of Chancery Updates
This post was prepared by Andrew A. Ralli, an associate in the Delaware office of Lewis Brisbois.
When a time-stamped date of a court filing is important (e.g., complying with a scheduling order filing deadline) and the Register in Chancery rejects the electronic filing for some clerical reason, what remedy is available to…
Chancery Stings with Finding of Breach of the Fiduciary Duty of Candor—A Cautionary Tale
By Francis Pileggi on
Posted in Court of Chancery Updates
A recent Delaware Court of Chancery decision is noteworthy for its deep dive into the doctrinal underpinnings of the various aspects of fiduciary duties, as well as the difference between the standard of conduct and the standard of review. But my favorite part of the opinion is its discussion of the nuances of duty of…
Fifth Edition of the National Law Review’s Delaware Corporate and Commercial Law Monitor
By Francis Pileggi on
As the Editor-in-Chief of the National Law Review‘s publication called the Delaware Corporate and Commercial Law Monitor, I’m pleased to share the Fifth Edition that has now been published. (My role for this relatively new publication will be in addition to my full-time practice and maintaining this blog–now in it’s 20th…
Chancery Addresses Notice Provisions for Redemption Request
By Francis Pileggi on
Posted in Court of Chancery Updates
A recent Delaware Court of Chancery opinion is useful for its analysis of whether the notice provisions for the exercise a redemption right for warrants was in compliance with the terms of the applicable agreement. In Bruce Kaye as Trustee of the Bruce Kaye Revocable Trust v. Fantasea Resorts Group, Inc., C.A. No.
Delaware Supreme Court revives Kraft Heinz stock sale suit, clarifies Rule 60(b)(3)
By Francis Pileggi on
Posted in Delaware Supreme Court Updates
Frank Reynolds, who has been covering Delaware corporate decisions for various national publications for over 40 years, prepared this article.
The Delaware Supreme Court recently ruled that the Court of Chancery should have revived a derivative suit over a stock sale by a major Kraft Heinz Co. investor after learning the action had been wrongly…