The 21st edition of Francis Pileggi’s annual list of key corporate and commercial decisions of the Delaware Supreme Court and the Delaware Court of Chancery has been published by The National Law Review. This year’s list does not attempt to include all important decisions of those courts that were rendered in 2025, and eschews
Delaware Corporate and Commercial Litigation
Delaware Supreme Court Reinstates Musk’s Tesla Compensation Package
By Francis Pileggi on
Posted in Delaware Supreme Court Updates
The Delaware Supreme Court recently reinstated the compensation package that Tesla awarded to Elon Musk and that the Delaware Court of Chancery invalidated in two separate prior rulings, in the matter styled In re Tesla, Inc. Derivative Litigation, Del. Supr., No. 534, 2024 (Dec.19,2025). As one might expect, commentary about this ruling has already…
Chancery bars derivative suit against officer found liable for harassment by NY court
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 barred Credit Glory Inc.‘s president from bringing breach of fiduciary duty claims against an ex-officer/director of their credit aid company based on the same ‘” abhorrent” sexual harassment conduct…
Chancery Finds Waiver of Privilege Despite Inadvertent Disclosure
By Francis Pileggi on
Posted in Court of Chancery Updates
In a recent letter ruling in an LLC books and records action, the Court of Chancery, in a Magistrate’s letter ruling, found that privilege was waived despite the inadvertent disclosure of those privileged communications. Straub v. Persolve, LLC, C.A. No. 2025-0636-DH (Del. Ch. Oct. 8, 2025).
The reasoning for the result was intertwined with…
Chancery Determines Proper Board Membership in the Context of Company Counsel Playing Key Role in Attempted Ouster
By Francis Pileggi on
Posted in Court of Chancery Updates
A recent Delaware Court of Chancery decision is noteworthy for several key principles applied to a set of facts that involve company counsel using corporate machinery and corporate funds to join with a faction of the board to oust a board member. Dalby v. Kastner, C.A. No. 2025-0136-NAC (Del. Ch. Aug. 29, 2025), is…
Chancery Imposes Fees for Lack of Candor Causing Discovery Abuses—A Cautionary Tale
By Francis Pileggi on
Posted in Court of Chancery Updates
A recent Delaware Court of Chancery decision explained why a lack of candor resulted in discovery abuses that justified fee-shifting. In Legent Group, LLC v. Axos Financial, Inc., C.A. No. 2020-0405-KSJM (Del. Ch. Nov. 7, 2025), the court explained the factual basis for its findings that the lack of candor created unnecessary expenses, requiring…
Chancellor rules bank directors who didn’t act on illegal overdraft issue face liability, bars quick appeal
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 Chancellor of the Delaware Court of Chancery recently allowed a Regions Bank investor to continue her derivative Caremark suit against bank directors to recover the $191 million dollars Regions paid federal banking regulators for…
National Law Review’s Delaware Corporate and Commercial Law Monitor, 9th Edition
By Francis Pileggi on
Posted in Commentary, Delaware Supreme Court Updates
My 9th Edition as Editor-in-Chief of the Delaware Corporate and Commercial Law Monitor published by The National Review is now available.
We collect articles from around the country, by practitioners and academics, about the latest developments on the titular topic.
Chancery Dismisses Complaint Based on False Allegations
By Francis Pileggi on
Posted in Court of Chancery Updates
The Delaware Court of Chancery recently dismissed a complaint based on false allegations verified as true in a complaint, as well as fabricated documents and misrepresentations to the court, in Govette v. Bongiovani, C.A. No. 2019-0139-NAC (Del. Ch. Oct. 15, 2025).
Although this case might involve extreme facts, and enunciates basic principles that might…
Symposium at Weinberg Center for Corporate Governance
By Francis Pileggi on
Posted in Commentary
I’m attending today a symposium hosted by the above center at the University of Delaware, organized by the center’s head, Prof. Larry Cunningham. The title is: “Boardroom Legacy: Weinbergs of Goldman Sachs & The Evolution of Courtroom Governance”.
The impetus of the convocation is the 1948 Princeton senior paper of John Weinberg, that has never…