Professor J. Haskell Murray of the Regent University School of Law, a former law clerk for the Delaware Court of Chancery, has published a paper on an issue about which the Delaware courts have not yet provided clear and unambiguous guidance. An excerpt from an abstract of the professor’s paper, titled: ‘Latchkey Corporations’: Fiduciary Duties
directors' duties
Chancery Upholds Merger Netting Zero to Common Shareholders
By Francis Pileggi on
Posted in Chancery Court Updates
Hokanson v. Petty, 2008 Del Ch. LEXIS 182 (Dec. 10, 2008). This Chancery Court decision could have dismissed claims on a statute of limitations basis alone, but also addressed the merits. One notable aspect of the court’s analysis was that it upheld a decision of a board with a majority of independent members that followed…
Supreme Court Decides SEC-presented Delaware Bylaw Issue
By Francis Pileggi on
Posted in Delaware Supreme Court Updates
CA, Inc. v. AFSCME Employees Pension Plan, (Del. Supr., July 17, 2008), read opinion here.(Revised opinion dated August 15, 2008, available here.)
This Delaware Supreme Court decision has been anticipated by the corporate legal world with great interest since oral arguments were heard by Delaware’s High Court last week. My post with some background…