A recent Delaware Court of Chancery opinion clarified a few key Section 220 prerequisites that are not otherwise explicit in the statute. The decision styled In re Facebook, Inc., Section 220 Litigation, Cons. C.A. No. 2018-0661-JRS (Del. Ch. rev. May 31, 2019), is notable for the following refinements of well-worn Section 220 requirements for
section 220
Chancery Denies Section 220 Demand for Corporate Books and Records
By Francis Pileggi on
Posted in Court of Chancery Updates
A recent post-trial decision from the Delaware Court of Chancery denied a claim for corporate books and records based on DGCL § 220 after finding that there was no credible basis for wrongdoing to support the stated investigative purpose for the demand. Hoeller v. Tempur Sealy International, Inc., C.A. No. 2018-0336-JRS (Del. Ch.…
Company Required to Produce Emails Among Management to Stockholders
By Francis Pileggi on
Posted in Delaware Supreme Court Updates
The Delaware Supreme Court recently issued an opinion that clarifies the duty of a company to produce emails among its management in a Section 220 case. In KT4 Partners LLC v. Palantir Technologies, Inc., Del. Supr., No. 281, 2018 (Jan. 29, 2019), Delaware’s High Court addressed a demand under Delaware General Corporation Law (DGCL)…
Chancery Rejects Claims for Books and Records Per Section 220, For Lack of Proper Purpose
By Francis Pileggi on
Posted in Court of Chancery Updates
Beiser v. PMC-Sierra, Inc., (Del. Ch., Feb. 26, 2009), read opinion here. This Chancery Court opinion rejected a claim under DGCL Section 220 for books and records of a corporation based on the court’s finding that the "proper purpose" for such a demand was not satisfied. The reasoning was that this suit was an…
Chancery Court Rejects Demand For Books and Records
By Francis Pileggi on
Posted in Court of Chancery Updates
Norfolk County Retirement System v. Jos. A. Bank Clothiers, Inc., (Del. Ch., Feb. 12, 2009), read opinion here. This Delaware Chancery Court decision denied a demand for books and records under Section 220 of the Delaware General Corporation Law. There have been many decisions on Section 220 summarized on this blog. This decision is an…