Brian T.M. Mammarella




Brian Mammarella is a corporate law specialist whose practice focuses on corporate governance, equitable review principles, DGCL compliance, and complex transactional planning.

Brian Mammarella focuses on advising Delaware corporations and their directors, officers, and stockholders on complex corporate law issues implicated in contests for corporate control, corporate governance matters, conflict of interest transactions, mergers and acquisitions, financings, reorganizations, and related disputes. Brian counsels clients on fiduciary standards of conduct, equitable standards of review, stockholder litigation, and special statutory proceedings in the Delaware Court of Chancery, as well as compliance with the Delaware General Corporation Law and common law interpreting it. He also advises on fundamental corporate events like formation, drafting and amending corporate governing documents, major asset sales, stock issuances, dividends, stock splits, and dissolution.

Brian is an active participant in corporate law policy and discourse. He co-chairs the ABA Business Law Section’s committee on director and officer liability, has assisted members of Delaware’s Corporation Law Council in researching and preparing annual amendments to the DGCL, contributes to the firm’s seminal corporate law treatise, The Delaware Law of Corporations & Business Organizations by Balotti & Finkelstein, and frequently writes on corporate law issues.

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Corporate Transactions
Corporate Governance
Mergers & Acquisitions