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 latest edition that has now been published. My role for this publication is in addition to my full-time practice and maintaining this blog–now in its 21st year–as well as
Francis G.X. Pileggi
Chancery Addresses Issue of First Impression Regarding Anti-SLAPP Statute and Contract-Related Claims
By Francis Pileggi on
Posted in Court of Chancery Updates
A recent Chancery decision in Tesaro, Inc. v. Anaptyseio, Inc., C.A. No. 2025-1357-KSJM (Del. Ch. April 24, 2026), analyzed claims of repudiation or anticipatory breach of a collaboration agreement between two pharmaceutical companies regarding the development of a cancer drug. The court, in an issue of first impression, analyzed Delaware’s recently amended Anti-SLAPP statute which…
Chancery Bars Claim Based on Latches Regarding Price for Redemption of Units
By Francis Pileggi on
Posted in Court of Chancery Updates
In a mercifully concise decision, the Court of Chancery in Shaw v. MFP Holdings, LLC, C.A. No. 2025-0575-SKR (Del. Ch. April 4, 2026), addressed a claim that a company concealed updated valuation data to depress the valuation price for the redemption of units pursuant to an LLC Agreement. The Honorable Sheldon K. Rennie of the…
Is Shareholder Democracy An Illusion?
By Francis Pileggi on
Posted in Commentary
A short video examines the titular topic in connection with the “leopard paradigm” and the recent proxy proposal by Exxon related to its efforts to change its state of incorporation.
Delaware Court of Chancery Examines Duties of Blockholder Directors
By Francis Pileggi on
Posted in Court of Chancery Updates
A recent decision from the Delaware Court of Chancery should be in the toolbox of all corporate and commercial litigators. In Guilbeau v. Footprint International Holdco, Inc., C.A. No. 2024-0968-JTL (Del. Ch. April 30, 2026), the court provided a scholarly analysis of the doctrinal and public policy issues surrounding the fiduciary duties of a…
Chancery Upholds Tesla’s Texas Bylaw Forum Provisions
By Francis Pileggi on
Posted in Court of Chancery Updates
A recent Delaware Court of Chancery decision determined that the forum clause in the Tesla bylaws, after its redomestication in Texas, requiring derivative suits to be brought in Texas, would be upheld even though the lawsuits at issue were filed shortly before the Tesla shareholders approved the change and despite the suits being filed when…
Chancery Imposes Attorneys’ Fees for Breach of Confidentiality Order
By Francis Pileggi on
Posted in Court of Chancery Updates
The Delaware Court of Chancery recently imposed attorneys’ fees in connection with a request for sanctions for violation of a Confidentiality Order in the matter styled Accelerant Twister, LLC v. Marjo, LLC, C.A. No. 2023-0887-LWW (Del. Ch. April 10, 2026).
This short letter ruling followed a prior decision in this case to disqualify…
What is the Delaware Court of Chancery?
By Francis Pileggi on
Posted in Commentary
The Federalist Society prepared a video/podcast that explains what the Court of Chancery is, and what it does, and why it may have some outsized influence within the area of its jurisdiction. The link follows:
Chancery Declines to Nullify LLC Certificate of Cancellation
By Francis Pileggi on
Posted in Court of Chancery Updates
A recent Delaware Court of Chancery decision is notable for addressing the nuances of an analysis about whether a Certificate of Cancellation for an LLC should be nullified, in a post-trial opinion styled: In re Reinz Wisconsin Gasket, LLC, C.A. No. 2022-0859-MTZ (Del. Ch. April 2, 2026).
Background
The background of this case includes…
Chancery Imposes Penalties for Intentional Spoliation Coupled with Forgeries and Lies
By Francis Pileggi on
Posted in Court of Chancery Updates
A recent Chancery decision is blogworthy due to its analysis of an extreme case of spoliation coupled with other bad faith litigation conduct in NICbyte LLC v. Startop Investments, LLC, C.A. No. 2023-0637-NAC (Del. Ch. April 8, 2026).
Initially, I observe that egregious facts such as those offered in this case shed little light…