In In re Atheros Communications, Inc. Shareholder Litigation, the Court of Chancery preliminarily enjoined Atheros Communications, Inc. from holding a meeting of its stockholders to vote on a $3.1 billion all-cash merger agreement with Qualcomm Incorporated, pending appropriate distribution of curative proxy disclosures regarding contingency fees to be paid to Atheros' financial advisor, and the potential employment of Atheros' CEO by Qualcomm.

The efforts of Fletcher International, Ltd. to block a joint venture between ION Geophysical Corp. and China National Petroleum Corporation have resulted in multiple opinions interpreting Fletcher's rights as a preferred stockholder of ION.

In Olson v. ev3, Inc., et al., C.A. No. 5583-VCL (Del. Ch. Feb. 21, 2011), the Court of Chancery awarded plaintiff's counsel the full amount of attorneys' fees and expenses requested—$1.1 million—for what was, according to the Court, "the first meaningful full-scale challenge to the use of a top-up option."

In S. Muoio & Co. LLC v. Hallmark Entertainment Investments Co., et al., the Court of Chancery held that a recapitalization of Crown Media Holdings, Inc. by its controlling stockholder and primary debtholder, Hallmark Cards, Inc. and its affiliates, was entirely fair.

In Meso Scale Diagnostics, LLC v. Roche Diagnostics GmbH, the Court of Chancery considered whether a reverse triangular merger would result in an assignment by operation of law—an issue of first impression under Delaware law.

Effective January 1, 2011, the forms of Seller’s Disclosure of Real Property Condition Report and Seller’s Disclosure of Real Property Condition Report - New Construction Only include several new disclosures that are now required under Delaware law to be provided to a prospective buyer of residential property prior to the time that the buyer makes an offer to purchase the property.

In two recent decisions, the Delaware Supreme Court addressed the fiduciary duties of controlling persons of a Delaware limited liability company, and the Delaware Chancery Court considered a request for access to a Delaware limited liability company's books and records.

In William Penn, the Delaware Supreme Court considered whether the Delaware Court of Chancery erred when it held that William Lingo and Bryce Lingo, through their ownership in William Penn Partnership, a Delaware limited partnership, breached their fiduciary duties to the members of Del Bay Associates, LLC, a Delaware limited liability company (“Del Bay”), and awarded attorneys’ fees and costs to the plaintiff members of Del Bay due to the pre-litigation conduct of the Lingos.

In Sanders v. Ohmite, the Delaware Court of Chancery considered whether plaintiff Max Sanders, as a member of Ohmite Holding, LLC, a Delaware limited liability company (the “Company”), was entitled to inspect certain books and records of the Company pursuant to Section 18-305 of the Delaware Limited Liability Company Act.