The Delaware Court of Chancery’s post-trial opinion in In re Southern Peru Copper Corporation is perhaps most notable for the staggering damages award—$1.263 billion—against the controlling stockholder defendants for breach of the duty of loyalty in a transaction subject to entire fairness review.

In Lemington, the Third Circuit considered an appeal from the decision of the U.S. District Court for the Western District of Pennsylvania to enter summary judgment in favor of the directors and officers of a Pennsylvania nonprofit corporation on claims for breach of fiduciary duty and deepening insolvency.

On August 3, 2011, Governor Jack Markell signed into law Senate Bill 154, as amended, which completely rewrites the section of the Delaware Code addressing the licensing of real estate brokers and salespersons.

In Am. Home Mortg., the Third Circuit addressed an issue of apparent first impression: whether the term “commercially reasonable determinants of value” under section 562(b) is limited to market or sale value.

The United States District Court for the District of Delaware has begun a pilot project by which the clerk of the court will randomly select a discrete number of cases for direct assignment to a magistrate judge in place of one of the district judges for pretrial case management.

A recent decision of the Third Circuit, In re Taylor, a personal bankruptcy case, suggests that, in certain circumstances, counsel’s reliance on a client lender’s information systems can lead to the imposition of sanctions against not only the client, but also against counsel.

The events at Penn State shed light on a company’s obligation to promptly investigate and resolve, as appropriate, any and all allegations of wrongdoing.

In recent months, Delaware courts have addressed a number of issues important to Delaware corporations and their advisors.

In this article, we examine the TOUSA opinion, and the doctrines it relies on, in an attempt to understand how these doctrines should be treated together.