Generally, a successful claim for advancement of legal fees for a former director or officer entitles the prevailing party to “fees on fees” incurred for obtaining the favorable ruling. A recent ruling from the newest member of the Delaware Court of Chancery explains the limitations or the contours of that general rule. In Wong v.
Chancery Upholds Waiver of All Fiduciary Duties and Bars All Claims
The recent opinion from the Delaware Court of Chancery in Dieckman v. Regency GP LP, C.A. No. 11130-CB (Del. Ch., March 29, 2016), provides a useful reminder that the Delaware statutes for alternative entities, such as the LP in this case, allow for a waiver of all fiduciary duties. The only exception to that
Court of Chancery Addresses Discovery Conduct
The Court of Chancery recently reiterated its expectations of Delaware discovery conduct at a hearing in Medicalgorithmics S.A. v. AMI Monitoring, Inc., C.A. No. 10948-CB (Transcript). Notable among the Court’s comments at the hearing were:
- The Court stressed the importance of attorney review of documents before production, saying that, absent a “quick-peek” agreement, attorney involvement
Supreme Court Rules on Appeal of Liquor License Dispute
This is a guest article from Ciro Poppiti, III, Esquire, the Register of Wills for New Castle County, Delaware, and a frequent commentator on food-and-beverage law.
Office of the Commissioner, Delaware Alcoholic Beverage Control v. Appeals Commissioner, Delaware Alcoholic Beverage Control, and Lex-Pac, Inc. d/b/a Hak’s Sport’s Bar & Restaurant (Del. June 2, 2015).
Takeaway
Panel Discussion on DGCL Amendments
Bloomberg BNA is sponsoring a panel discussion on proposed amendments to the Delaware General Corporation Law (DGCL), such as a ban on fee-shifting bylaws in corporate litigation, that are expected to be passed by the legislature this month. The discussion will be on Twitter at 2:00 p.m. ET on June 3, 2015.
The panel includes
Chancery Addresses Fiduciary Duty and Appraisal Claims in Dole Case
In re Dole Food Co.. Stockholder Litig., No. 8703; In re Appraisal of Dole Food Co., No. 9079, order denying motion for summary judgment filed (Del. Ch. Jan. 21, 2015). The Delaware Court of Chancery is scheduled imminently to hear claims in connection with the going-private transaction of Dole, now that the Delaware Supreme
Chancery Denies Motion to Dismiss Claim Seeking Ouster of LLC Manager
2009 Caiola Family Trust v. PWA, LLC, C.A. No. 8028-VCP (Del. Ch. Dec. 18, 2014).
This Delaware Court of Chancery opinion involves litigation over the management of a Delaware limited liability company formed to operate a residential apartment complex. The plaintiffs are non-managing members of the company that owns 90% of membership interests and
Part of Revlon Claim Survives Motion to Dismiss
In re Comverge, Inc. Shareholders Litigation, Cons. C.A. No. 7368-VCP (Nov. 25, 2014).
This Court of Chancery opinion addresses a motion to dismiss a stockholder challenge to a completed merger. The plaintiffs contend that the board of directors of Comverge breached their fiduciary duties by conducting a flawed sales process and agreeing to unreasonable
Delaware Securities Act Not Applicable to Actions Outside of Delaware
Eurofins Panlabs, Inc. v. Ricerca Biosciences, LLC, C.A. No. 8431-VCN (Del. Ch. May 30, 2014).
This Delaware Court of Chancery opinion provides an analysis of the Delaware Securities Act and concludes that it does not apply to the alleged fraud that occurred outside the State of Delaware. The court explained that status as a
Wal-Mart Section 220 Ruling Pending Appeal
Wal-Mart Stores, Inc. v. Indiana Electrical Workers, Del. Supr., No. 614, 2013.
A pending appeal before the Delaware Supreme Court addresses a claim under DGCL Section 220 for books and records of Wal-Mart in connection with allegations regarding misdeeds in their Mexican subsidiary. While he was the Chancellor, the current Delaware Chief Justice made