Tag Archives: independence of directors

Chancery: Tesla investors need only prove Musk had coercive influence ability in SolarCity deal

This post was prepared by Frank Reynolds, who has been following Delaware corporate law, and writing about it for various legal publications, for over 30 years. The Delaware Court of Chancery recently found that a trial is needed to decide whether, despite his minority share of Tesla Motors Inc., CEO Elon Musk could exert a controller’s … Continue Reading

Delaware Supreme Court Addresses Independence of Directors

A recent Delaware Supreme Court opinion addressed the independence and disinterestedness of corporate directors in the context of adequately pleading pre-suit demand futility as a prerequisite for pursuing a derivative claim. In Marchand v. Barnhill (Del. June 19, 2019), the court reversed the Court of Chancery’s dismissal of the case for failure to establish demand futility. … Continue Reading

Proposed Class Action Settlement Rejected by Chancery Court

In Off v. Ross, et al., (Del. Ch., Nov. 26, 2008), read opinion here, the Delaware Chancery Court rejected a proposed class action settlement (and related request for attorneys’ fees), in a derivative and putative class action that challenged the fiduciary duties of the Board of Trustees of a Delaware statutory trust. The complaint sought to … Continue Reading