Gregory P. Williams

Director

302.651.7734
302.498.7734 (fax)
williams@rlf.com
Greg Williams, widely recognized as one of the leading corporate litigators in Delaware, is currently chair of Richards Layton’s Corporate Department and has served as the firm’s president. Greg primarily represents corporations and their directors and officers. He provides non-litigation advice and counseling to his clients and represents them in courts in Delaware and across the country. Greg also represents committees of boards of directors formed to negotiate transactions or investigate alleged corporate wrongdoing.
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Select Experience

  • The New York Stock Exchange and its directors in litigation challenging the proposed NYSE-ICE merger
  • Directors of Dell Inc. in litigation relating to the proposed going-private transactions
  • Office Depot in connection with its proposed merger with Office Max
View Experience >

Greg Williams primarily represents corporations and their directors and officers. He provides non-litigation advice and counseling to his clients and represents them in courts in Delaware and across the country. Greg also represents committees of boards of directors formed to negotiate transactions or investigate alleged corporate wrongdoing.

Greg is chair of the firm’s Corporate Department, which includes the Corporate Litigation Group. He served as president of the firm from July 2006 to June 2008 and as executive vice president from July 2003 to June 2006.

The author of numerous articles regarding corporate law, Greg serves on the board of editors of The M&A Lawyer. He was recently featured in articles published in Super Lawyers and Lawdragon

Experience

2011 - 2013 Representations

  • The New York Stock Exchange and its directors in litigation challenging the proposed NYSE-ICE merger 
  • Directors of Dell Inc. in litigation relating to the proposed going-private transactions 
  • Office Depot in connection with its proposed merger with Office Max
  • Honeywell in litigation relating to its acquisition of Intermec 
  • Successfully represented Barnes & Noble founder Leonard Riggio in a trial in the Court of Chancery involving allegations of breach of fiduciary duty in connection with a proxy contest
  • A special committee of Crown Media (a Hallmark affiliate)
  • Nvidia in litigation against Intel
  • Special committee of the board of Norfolk Southern
  • Special committee of J. Crew
  • 3G in litigation regarding its acquisition of Burger King
  • Bucyrus in litigation regarding its acquisition by Caterpillar
  • GE Healthcare in litigation regarding its acquisition of Clarient
  • Unilever in litigation involving its acquisition of Alberto Culver

Prior Representations

  • Represented directors of The Walt Disney Company in a 2½-month successful trial in the Court of Chancery and successfully arguing the appeal before the Supreme Court of Delaware
  • Successfully defended an application to enjoin the $4 billion acquisition of Checkfree Corporation by Fiserv, Inc.
  • Successfully defended an application to enjoin the acquisition of WCI Steel, Inc.
  • Successfully defended Citigroup Inc. CEO and directors from personal liability for the disastrous consequences of their heavy investments in subprime loans and securities. Since Citigroup and most of the banks and financial services industry firms that have foundered in the recent fiscal storm are chartered in Delaware and play by its corporate governance rules, the decision of the influential Chancery Court is expected to have a wide impact
  • Successfully represented the Insurance Commissioner of Delaware in proceedings in the Court of Chancery challenging the Commissioner's ability to implement, through workers' compensation insurance rate-making, legislatively created medical care cost savings

    Publications

    • "Chancery Arbitrations after Year One: Annotated New Form," ABA, August 16, 2012   View >
    • "Super Lawyers Attorney Spotlight - Delaware Corporate Litigator Greg Williams Represents Business Titans," Super Lawyers, 2012   View >
    • "Director Liability: From Van Gorkom to Southern Peru and Beyond," Insights, April 2012   View >
    • "Notice, Cooperation, and Consent: Common Insurance Issues Arising in Delaware Deal Litigation," Insights, February 2012   View >
    • "Arbitration in the Delaware Court of Chancery," Insights, July 2011   View >
    • "Court of Chancery Clarifies the Reach of Revlon in Mixed Consideration Deals," The M&A Lawyer, June 2011   View >
    • "Poison Pills - How Effective Is Too Effective?," The M&A Lawyer, September 2010   View >
    • "What You Don't Say Can Hurt You: Delaware's Forthright Negotiator Principle," Insights, February 2008   View >
    • "Contributor, Meetings of Stockholders, R. Franklin Balotti and Jesse A. Finkelstein,"   View >

    Presentations

    • "Delaware Law Developments 2014: What All Business Lawyers Need to Know," May 28, 2014   View >
    • "26th Tulane Corporate Law Institute," March 27, 2014   View >
    • "The 32nd Annual Federal Securities Institute," February 6, 2014   View >
    • "Delaware Law Update," November 15, 2013   View >
    • "22nd Annual Corporate and Securities Law Seminar," October 18, 2013   View >
    • "Delaware Law Developments 2013: What All Business Lawyers Need to Know," May 29, 2013   View >
    • "33rd Annual Ray Garrett Jr. Corporate and Securities Law Institute," May 2, 2013   View >
    • "The 31st Annual Federal Securities Institute," February 14, 2013   View >
    • "Delaware Law Developments 2012: What All Business Lawyers Need to Know," June 12, 2012   View >
    • "32nd Annual Ray Garrett Jr. Corporate and Securities Law Institute," May 3, 2012   View >
    • "Delaware Corporate Law Webinar
      March 2012," March 8, 2012   View >
    • "The 30th Annual Federal Securities Institute," February 16, 2012   View >
    • "Florida Directors' Institute," October 28, 2011   View >
    • "Southeastern Business Law Institute," October 27, 2011   View >
    • "8th Annual Institute on Corporate, Securities, and Related Aspects of Mergers and Acquisitions," October 13, 2011   View >
    • "Recent Developments in the Delaware Courts," October 5, 2011   View >
    • "Delaware Law Developments 2011: What All Business Lawyers Need to Know," May 18, 2011   View >
    • "Atlanta Bar Association Business & Finance Section and Securities & Corporate Litigation Section Meeting," April 27, 2011   View >
    • "The 29th Annual Federal Securities Institute," February 16, 2011   View >
    • "Delaware Corporate Law Webinar [Audio only]
      November 2010," November 16, 2010   View >
    • "7th Annual Institute on Corporate, Securities and Related Aspects of Mergers and Acquisitions," October 7, 2010   View >
    • "Delaware Law Developments 2010: What All Business Lawyers Need to Know," May 6, 2010   View >
    • "30th Annual Ray Garrett Jr. Corporate & Securities Law Institute," April 29, 2010   View >
    • "Tulane University Law School's 22nd Annual Corporate Law Institute," April 15, 2010   View >
    • "The 28th Annual Federal Securities Institute," February 11, 2010   View >

    Awards

    • American College of Trial Lawyers Fellow
    • Litigation Counsel of America Fellow
    • Chambers USA
    • Benchmark Litigation
    • The Best Lawyers in America, "Bet the Company Litigator" since 2009
    • Lawdragon 500 Leading Lawyers in America, since 2008 
    • Super Lawyers, Top 10 in Delaware since 2007, No. 1 in Delaware in 2011
    • Who’s Who Legal
    • Delaware Today Top Lawyer, 2013, 2010
    • The Legal 500

    Leadership

    • American College of Trial Lawyers Fellow
    • Court of Chancery Rules Committee, Chair, appointed by the Chancellor of the Delaware Court of Chancery, 2008-present
    • Litigation Rules Committee of the Delaware Supreme Court, Chair, 1996-2008
    • Chair, Corporate and Securities Law Subcommittee, United States Law Firm Group, 1995-2003
    • PLI annual seminar, “What All Business Lawyers Must Know About Delaware Law Developments,” New York, NY, Co-Chair, 2006-present
    • Annual seminar, “Federal Securities Institute,” Miami, FL, Co-Chair, 2009-present

    Education

    • J.D., College of William & Mary School of Law, William and Mary Law Review, 1982
    • B.A.A.S., cum laude, University of Delaware, 1979

    Admitted to Practice

    • Delaware
    • United States Court of Appeals Third Circuit
    • United States District Court, District of Delaware

    Experience

    2011 - 2013 Representations

    • The New York Stock Exchange and its directors in litigation challenging the proposed NYSE-ICE merger 
    • Directors of Dell Inc. in litigation relating to the proposed going-private transactions 
    • Office Depot in connection with its proposed merger with Office Max
    • Honeywell in litigation relating to its acquisition of Intermec 
    • Successfully represented Barnes & Noble founder Leonard Riggio in a trial in the Court of Chancery involving allegations of breach of fiduciary duty in connection with a proxy contest
    • A special committee of Crown Media (a Hallmark affiliate)
    • Nvidia in litigation against Intel
    • Special committee of the board of Norfolk Southern
    • Special committee of J. Crew
    • 3G in litigation regarding its acquisition of Burger King
    • Bucyrus in litigation regarding its acquisition by Caterpillar
    • GE Healthcare in litigation regarding its acquisition of Clarient
    • Unilever in litigation involving its acquisition of Alberto Culver

    Prior Representations

    • Represented directors of The Walt Disney Company in a 2½-month successful trial in the Court of Chancery and successfully arguing the appeal before the Supreme Court of Delaware
    • Successfully defended an application to enjoin the $4 billion acquisition of Checkfree Corporation by Fiserv, Inc.
    • Successfully defended an application to enjoin the acquisition of WCI Steel, Inc.
    • Successfully defended Citigroup Inc. CEO and directors from personal liability for the disastrous consequences of their heavy investments in subprime loans and securities. Since Citigroup and most of the banks and financial services industry firms that have foundered in the recent fiscal storm are chartered in Delaware and play by its corporate governance rules, the decision of the influential Chancery Court is expected to have a wide impact
    • Successfully represented the Insurance Commissioner of Delaware in proceedings in the Court of Chancery challenging the Commissioner's ability to implement, through workers' compensation insurance rate-making, legislatively created medical care cost savings

      Education

      • J.D., College of William & Mary School of Law, William and Mary Law Review, 1982
      • B.A.A.S., cum laude, University of Delaware, 1979

      Publications

      • "Chancery Arbitrations after Year One: Annotated New Form," ABA, August 16, 2012   View >
      • "Super Lawyers Attorney Spotlight - Delaware Corporate Litigator Greg Williams Represents Business Titans," Super Lawyers, 2012   View >
      • "Director Liability: From Van Gorkom to Southern Peru and Beyond," Insights, April 2012   View >
      • "Notice, Cooperation, and Consent: Common Insurance Issues Arising in Delaware Deal Litigation," Insights, February 2012   View >
      • "Arbitration in the Delaware Court of Chancery," Insights, July 2011   View >
      • "Court of Chancery Clarifies the Reach of Revlon in Mixed Consideration Deals," The M&A Lawyer, June 2011   View >
      • "Poison Pills - How Effective Is Too Effective?," The M&A Lawyer, September 2010   View >
      • "What You Don't Say Can Hurt You: Delaware's Forthright Negotiator Principle," Insights, February 2008   View >
      • "Contributor, Meetings of Stockholders, R. Franklin Balotti and Jesse A. Finkelstein,"   View >

      Presentations

      • "Delaware Law Developments 2014: What All Business Lawyers Need to Know," May 28, 2014   View >
      • "26th Tulane Corporate Law Institute," March 27, 2014   View >
      • "The 32nd Annual Federal Securities Institute," February 6, 2014   View >
      • "Delaware Law Update," November 15, 2013   View >
      • "22nd Annual Corporate and Securities Law Seminar," October 18, 2013   View >
      • "Delaware Law Developments 2013: What All Business Lawyers Need to Know," May 29, 2013   View >
      • "33rd Annual Ray Garrett Jr. Corporate and Securities Law Institute," May 2, 2013   View >
      • "The 31st Annual Federal Securities Institute," February 14, 2013   View >
      • "Delaware Law Developments 2012: What All Business Lawyers Need to Know," June 12, 2012   View >
      • "32nd Annual Ray Garrett Jr. Corporate and Securities Law Institute," May 3, 2012   View >
      • "Delaware Corporate Law Webinar
        March 2012," March 8, 2012   View >
      • "The 30th Annual Federal Securities Institute," February 16, 2012   View >
      • "Florida Directors' Institute," October 28, 2011   View >
      • "Southeastern Business Law Institute," October 27, 2011   View >
      • "8th Annual Institute on Corporate, Securities, and Related Aspects of Mergers and Acquisitions," October 13, 2011   View >
      • "Recent Developments in the Delaware Courts," October 5, 2011   View >
      • "Delaware Law Developments 2011: What All Business Lawyers Need to Know," May 18, 2011   View >
      • "Atlanta Bar Association Business & Finance Section and Securities & Corporate Litigation Section Meeting," April 27, 2011   View >
      • "The 29th Annual Federal Securities Institute," February 16, 2011   View >
      • "Delaware Corporate Law Webinar [Audio only]
        November 2010," November 16, 2010   View >
      • "7th Annual Institute on Corporate, Securities and Related Aspects of Mergers and Acquisitions," October 7, 2010   View >
      • "Delaware Law Developments 2010: What All Business Lawyers Need to Know," May 6, 2010   View >
      • "30th Annual Ray Garrett Jr. Corporate & Securities Law Institute," April 29, 2010   View >
      • "Tulane University Law School's 22nd Annual Corporate Law Institute," April 15, 2010   View >
      • "The 28th Annual Federal Securities Institute," February 11, 2010   View >

      Awards

      • American College of Trial Lawyers Fellow
      • Litigation Counsel of America Fellow
      • Chambers USA
      • Benchmark Litigation
      • The Best Lawyers in America, "Bet the Company Litigator" since 2009
      • Lawdragon 500 Leading Lawyers in America, since 2008 
      • Super Lawyers, Top 10 in Delaware since 2007, No. 1 in Delaware in 2011
      • Who’s Who Legal
      • Delaware Today Top Lawyer, 2013, 2010
      • The Legal 500

      Leadership

      • American College of Trial Lawyers Fellow
      • Court of Chancery Rules Committee, Chair, appointed by the Chancellor of the Delaware Court of Chancery, 2008-present
      • Litigation Rules Committee of the Delaware Supreme Court, Chair, 1996-2008
      • Chair, Corporate and Securities Law Subcommittee, United States Law Firm Group, 1995-2003
      • PLI annual seminar, “What All Business Lawyers Must Know About Delaware Law Developments,” New York, NY, Co-Chair, 2006-present
      • Annual seminar, “Federal Securities Institute,” Miami, FL, Co-Chair, 2009-present