This past week I was the subject of an online video interview that was livestreamed on Facebook. LexBlog, the company that provides the “backroom” software support to host this blog, conducted the interview and we talked about the genesis of this blog and why I have continued to publish this blog over the last
Delaware Corporate and Commercial Litigation
Chancery Addresses Third-Party Beneficiary Issues
By Francis Pileggi on
Posted in Chancery Court Updates
A recent Court of Chancery letter ruling provides useful definitions and related statements of Delaware contract law in connection with issues that arose over an asset purchase agreement. In CHS/Community Health Systems, Inc. v. Steward Health Care System LLC, C.A. No. 2019-0165-JRS (Del. Ch. Aug. 21, 2020), the following statements of law provided by the…
Chancery Enforces Forum Selection Clause in Charter for Inspection Demand
By Francis Pileggi on
Posted in Chancery Court Updates
A recent Court of Chancery decision is almost as noteworthy for what it decided as for what was not decided. In JUUL Labs, Inc. v. Grove, C.A. No. 2020-0005-JTL (Del. Ch. Aug. 13, 2020), Delaware’s court of equity enforced an exclusive forum selection clause in a company charter, based at least in part on the…
Chancery Clarifies Nuances of Section 220 Stockholder Demand for Inspection Rights
By Francis Pileggi on
Posted in Chancery Court Updates
A recent Delaware Court of Chancery opinion provides insights into nuances of DGCL Section 220 as it relates to the rights of stockholders to inspect corporate books and records, and deserves to be in included in the pantheon of Delaware decisions on this topic. It must be read by anyone seeking a complete understanding of …
Delaware Supreme Clarifies Contract-Based Right to Corporate Records
By Francis Pileggi on
Posted in Delaware Supreme Court Updates
A recent Delaware Supreme Court decision should be required reading for anyone interested in the latest iteration of Delaware law on the contract-based right to demand “books and records” in the alternative entity context. Delaware’s High Court ruled in Murfey v. WHC Ventures, LLC, Del. Supr., No 294, 2019 (July 13, 2020), that the…
Supreme Court Instructs on Nuances of Fiduciary Duties of Disclosure and Loyalty
By Francis Pileggi on
Posted in Delaware Supreme Court Updates
A recent Delaware Supreme Court decision should be required reading for those interested in the nuances of Delaware law on the fiduciary duties of disclosure and loyalty of a manager or a director in connection with communications with stockholders or others to whom a fiduciary duty is owed. In Dohmen v. Goodman, Del. Supr.,…
Chancery Determines Amount of Bond for Injunction
By Francis Pileggi on
Posted in Chancery Court Updates
A recent Delaware Court of Chancery letter ruling determined the amount of a bond for an injunction entered in connection with a suit to enforce a non-competition agreement. The matter of Natera, Inc. v. Goddard, C. A. No. 2020-0371-KSJM (Del. Ch. June 15, 2020), deserves mention due to the relative lack of a robust body…
Francis Pileggi Joins Lewis Brisbois as Delaware Managing Partner
By Francis Pileggi on
Posted in Commentary, Selected Articles by Francis
I’m happy to report that I am now the Managing Partner of the new Delaware office of the Lewis Brisbois firm, which has over 1,500 lawyers, in over 40 practice areas of the law, in over 50 offices. I’m very excited to share this exciting next chapter in my professional career. The Delaware Law …
Delaware Supreme Court Declares Judicial Emergency Due to Coronavirus
By Francis Pileggi on
Posted in Delaware Supreme Court Updates
By Delaware Supreme Court Order, effective March 16, 2020, Delaware’s high court declared a judicial emergency, following the Governor of Delaware declaring on Friday, March 13, a state of emergency due to the coronavirus, and also on the same day that President Trump proclaimed a National Emergency. The foregoing hyperlink provides the actual Court Order.…
Delaware Courts’ Response to the Coronavirus
By Francis Pileggi on
According to the World Health Organization this afternoon, and a televised announcement from the President of the United States this evening, a novel coronavirus (Covid-19) has now been declared to be a worldwide pandemic. Two other examples of how serious this situation is: The President announced a travel ban from most of Europe to…