Freedom of contract, including the ability to alter the fiduciary duties and liabilities of trustees, is the hallmark of Delaware trust law and may be the foremost reason for the preeminent position of the Delaware statutory trust in structured finance and investment fund transactions.

By considering the common issues arising at the intersection of corporate litigation and D&O insurance, corporate practitioners may improve practical outcomes for their director and officer clients.

Investors should be aware of the interpretation given to the “funds legally available” phrase in the ThoughtWorks decision, and should consider alternatives to that language when drafting mandatory put provisions.

In a recent decision in In re Nortel Networks Inc., the 3rd U.S. Circuit Court of Appeals held that Bankruptcy Code Section 362(b)(4)'s "police power exception" to the automatic stay should be narrowly construed.

In this article, we discuss the genesis of the step-transaction doctrine and its first appearance in Delaware. Then we examine the Coughlan opinion and what it may mean for practitioners.

In Gerber v. Enterprise Products Holdings, LLC, C.A. No. 5989-VCN (Del. Ch. Jan. 6, 2012), the Court of Chancery enforced the contractual modification of fiduciary duties in Enterprise GP Holdings, L.P.'s partnership agreement and, on a motion to dismiss, dismissed all claims against the defendants arising out of the sale of a subsidiary by Enterprise GP Holdings to an affiliate and the subsequent merger of Enterprise GP Holdings into the same affiliate.

In the past few years the FHA has revised its loan underwriting requirements for condominium projects. Under recently updated FHA rules, entire condominium projects must receive FHA certification before buyers and owners will qualify for FHA loans.

On Thursday, December 8, the District Court released a new Default Standard for Discovery, Including Discovery of Electronically Stored Information, which each of the District Judges is expected to use.

In its Nov. 9 decision in In re Krafft-Murphy Company, the Delaware Court of Chancery addressed several important issues that a board of directors and its legal advisers should consider in connection with the dissolution of a corporation.