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Corporate Law

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Delaware, U.S.A. Corporate Law Articles - Page 2

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ARTICLES(404)

Delaware Supreme Court Allows Plaintiff Shareholders to ‘Invade’ Corporation’s Attorney-Client Privilege for Good Cause
August 08, 2014
LEGAL ALERTS/ARTICLES
Author: Michael D. Blanchard, Christopher M. Wasil, P. Sabin Willett
Law Firm: Bingham McCutchen LLP

Modest Reflections on the State of Delaware Litigation
August 04, 2014
LEGAL ALERTS/ARTICLES
Author: Edward M McNally
Law Firm: Morris James LLP

Delaware Court of Chancery Rejects Indemnification Sleight of Hand
July 24, 2014
LEGAL ALERTS/ARTICLES
Author: Thomas Michael, Ariel Yehezkel
Law Firm: Sheppard Mullin

Exclusive Forum Provisions Become Mainstream
June 11, 2014
LEGAL ALERTS/ARTICLES
Author: Erin Sommer de La Mare, Lyle Garner Ganske, Jennifer Catherine Lewis, Robert A. Profusek, Lizanne Thomas
Law Firm: Jones Day, Jones Day, Jones Day, Jones Day, Jones Day

Exclusive Forum Bylaws Gain Momentum: California Superior Court Enforces Delaware Exclusive Forum Bylaw, Consistent With Decisions in Several Other States; Little Negative Shareholder Reaction Seen in 2014 Proxy Season for Companies That Unilaterally Adopted Exclusive Forum Bylaws
June 03, 2014
LEGAL ALERTS/ARTICLES
Law Firm: Sullivan & Cromwell LLP

Delaware Chancery Court Upholds Sotheby's Stockholder Rights Plan Against Activist Challenge
May 29, 2014
LEGAL ALERTS/ARTICLES
Author: Steven Robert Barrett, Rebecca Casey Taylor
Law Firm: Husch Blackwell LLP, Husch Blackwell LLP

Break Point? Delaware Supreme Court Upholds Validity of Fee-Shifting Bylaw
May 28, 2014
LEGAL ALERTS/ARTICLES
Author: Robert William Gaffey, Lyle Garner Ganske, Eric Neil Landau, Robert A. Profusek, Lizanne Thomas
Law Firm: Jones Day, Jones Day, Jones Day, Jones Day, Jones Day

Delaware Court of Chancery Underscores Heightened Pleading Standard Necessary to Support a Claim for Breach of Fiduciary Duty In Connection With a Merger
May 23, 2014
LEGAL ALERTS/ARTICLES
Author: Alejandro E Moreno
Law Firm: Sheppard Mullin

Sotheby's Board Wins the Battle But Loses the War
May 16, 2014
LEGAL ALERTS/ARTICLES
Author: Lyle Garner Ganske, Jennifer Catherine Lewis, Robert A. Profusek, Lizanne Thomas
Law Firm: Jones Day, Jones Day, Jones Day, Jones Day

Chen v. Howard-Anderson: Delaware Court of Chancery Limits Scope of Lyondell Chem. Co. v. Ryan for Bad Faith Claims
April 29, 2014
LEGAL ALERTS/ARTICLES
Law Firm: Sullivan & Cromwell LLP

Delaware Upholds Business Judgment Review for Controlling Stockholder Mergers If Minority Is Protected
April 03, 2014
LEGAL ALERTS/ARTICLES
Law Firm: Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.

Applying a Legal Bandaid to Defective Acts: Delaware Law Creates New Procedures to Ratify Defective Corporate Acts
March 28, 2014
LEGAL ALERTS/ARTICLES
Author: Lauren Lewis, Irene Lu, Stephanie L. Zeppa
Law Firm: Sheppard Mullin

Delaware Supreme Court: Controller Buyout Mergers can be Reviewed under Business Judgment Rule
March 27, 2014
LEGAL ALERTS/ARTICLES
Law Firm: Greenberg Traurig, LLP

The Impact of Kahn v. M&F Worldwide Corp.: Delaware Supreme Court Affirms That Business Judgment Review Applies to Properly Structured Controlling Stockholder Buyouts
March 27, 2014
LEGAL ALERTS/ARTICLES
Author: Gardner Fabian Davis
Law Firm: Foley & Lardner LLP

Kahn v. M&F Worldwide Corp.: Delaware Supreme Court Affirms In Re MFW Court of Chancery Ruling that Business Judgment Review Can Apply to Squeeze-Out Mergers Conditioned Up Front on Both Approval by Special Committee and Majority-of-the-Minority Vote
March 20, 2014
LEGAL ALERTS/ARTICLES
Law Firm: Sullivan & Cromwell LLP

M&A Update: Delaware Supreme Court Upholds Business Judgment Rule Review for Certain Controlling Stockholder Transactions with Dual Minority Protections
March 20, 2014
LEGAL ALERTS/ARTICLES
Author: Joshua Alan Apfelroth, Jason Michael Halper, Gregory A. Markel, William Patrick Mills, Martin L. Seidel
Law Firm: Cadwalader, Wickersham & Taft LLP, Cadwalader, Wickersham & Taft LLP, Cadwalader, Wickersham & Taft LLP

The “Gatekeepers”: Delaware Court Holds Conflicted Financial Advisor Liable for Aiding and Abetting Breach of Fiduciary Duty
March 19, 2014
LEGAL ALERTS/ARTICLES
Author: Joshua Alan Apfelroth, Jason Michael Halper, Gregory A. Markel, William Patrick Mills, Martin L. Seidel
Law Firm: Cadwalader, Wickersham & Taft LLP, Cadwalader, Wickersham & Taft LLP, Cadwalader, Wickersham & Taft LLP

Delaware Court of Chancery Grants Summary Judgment Dismissing Breach of Fiduciary Duty Claims In Absence of Evidence of Directors’ “Conscious Disregard” of Fiduciary Duties
March 17, 2014
LEGAL ALERTS/ARTICLES
Author: Alejandro E Moreno
Law Firm: Sheppard Mullin

Delaware Court of Chancery Applies Implied Covenant of Good Faith and Fair Dealing to Prohibit An Acquiring Entity From Diverting Revenues to Depress Payouts Under a Contingent Purchase Price Provision
February 25, 2014
LEGAL ALERTS/ARTICLES
Author: Bridget Jean Russell
Law Firm: Sheppard Mullin

Cook v. Hewlett-Packard Co., C.A. No. 8667-VCG (Del. Ch. Jan. 30, 2014) (Glasscock, V.C.)
February 11, 2014
LEGAL ALERTS/ARTICLES
Law Firm: Potter Anderson & Corroon LLP

Millien v. Popescu, C.A. No. 8670-VCN (Del. Ch. Jan. 31, 2014) (Noble, V.C.)
February 11, 2014
LEGAL ALERTS/ARTICLES
Law Firm: Potter Anderson & Corroon LLP

Delaware Supreme Court Holds That a Minority Stockholder Has No Common Law Right to a Conflict-Free Board Decision Regarding the Repurchase of Shares
February 07, 2014
LEGAL ALERTS/ARTICLES
Author: Matthew Ardoin
Law Firm: Sheppard Mullin

Second Circuit Holds Delaware Fiduciary Duty Law Preempted By Federal Interest In Fiscal Stability
February 07, 2014
LEGAL ALERTS/ARTICLES
Law Firm: Sheppard Mullin

Chancery Awards Advancement to Officer Accused of Self-Dealing
January 06, 2014
LEGAL ALERTS/ARTICLES
Author: Lewis Henry Lazarus
Law Firm: Morris James LLP

Delaware Supreme Court Holds Receiver is Required to Defend Lawsuits Brought After a Corporation is Wound-Up; Finds No Generally Applicable Statute of Limitation for Claims Against a Dissolved Corporation
December 17, 2013
LEGAL ALERTS/ARTICLES
Author: James Hill
Law Firm: Sheppard Mullin

Delaware Supreme Court Holds Receiver is Required to Defend Lawsuits After a Corporation is Wound-Up; Finds No Generally Applicable Statute of Limitation for Claims Against a Dissolved Corporation
December 12, 2013
LEGAL ALERTS/ARTICLES
Author: James Hill
Law Firm: Sheppard Mullin

Great Hill Equity Partners IV, LP v. SIG Growth Equity Fund I, LLLP: Delaware Court of Chancery Rules that Attorney-Client Privilege Passes as a Matter of Law to the Surviving Corporation in a Merger
December 11, 2013
LEGAL ALERTS/ARTICLES
Law Firm: Sullivan & Cromwell LLP

Chancery Relies on Merger Price to Determine Fair Value
November 26, 2013
LEGAL ALERTS/ARTICLES
Author: Katherine J. Neikirk
Law Firm: Morris James LLP

In Re Trados Incorporated Shareholder Litigation: Confronting the Conflicts Facing Investment Fund Board Designees When a Portfolio Company is Sold
October 22, 2013
LEGAL ALERTS/ARTICLES
Author: Mark Michael Elliott, Andrew M. Ray
Law Firm: Bingham McCutchen LLP

New Amendments to Delaware Law Impacts Mergers and Defective Corporate Acts
October 01, 2013
LEGAL ALERTS/ARTICLES
Author: Chao Meng
Law Firm: Foley & Lardner LLP

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