In the latest of a series of decisions addressing conflict of interest transactions involving Delaware limited partnerships, the Delaware Supreme Court once again confirmed that clear, express and unambiguous language modifying default fiduciary duties will be enforced.
A recent Delaware Court of Chancery opinion upholding forum-selection provisions in corporate by-laws against facial challenges should be of interest to registered investment companies organized in Delaware or considering relocating to Delaware.
The Delaware Supreme Court provided helpful guidance on the operation of the conclusive presumption of good faith in master limited partnership agreements in three recent decisions: Brinckerhoff v. Enbridge Energy, Norton v. K-Sea Transportation Partners L.P., and Gerber v. Enterprise Products Holdings LLC.
On June 27, 2013, Governor Markell signed into law House Bill No. 92, as amended, which allows for alternative means of establishing security deposits for residential tenants.
The Delaware General Assembly has recently enacted legislation amending the Delaware Limited Liability Company Act, the Delaware Revised Uniform Limited Partnership Act and the Delaware Revised Uniform Partnership Act.
Last week, Governor Jack Markell signed a bill into law that protects individuals in Delaware from discrimination on the basis of gender identity or expression.
The Court of Chancery has rejected statutory and contractual challenges to forum-selection bylaws adopted unilaterally by the boards of directors of Chevron Corporation and FedEx Corporation.
Delaware’s comprehensive statutory framework governing common law trusts, which is reviewed and updated on a regular basis, is designed to promote flexibility, certainty, and predictability in transaction planning.
In a post-trial opinion, In re Wayport, Inc. Litigation, Vice Chancellor Laster of the Court of Chancery held that corporate fiduciaries do not have a duty to disclose information about the corporation in connection with direct stock purchases from stockholders absent knowledge of “special facts.”
In In re Primedia, Inc. Shareholders Litigation, Vice Chancellor Laster of the Court of Chancery held that plaintiffs whose standing to pursue derivative insider trading claims had been extinguished by merger had standing to challenge directly the entire fairness of that merger based on a claim that the target board of directors failed to obtain sufficient value in the merger for the pending derivative claims.