R&R Capital, LLC v. Buck & Doe Run Valley Farms, LLC
Chancery Court Enforces Provision in LLC Agreement Waiving the Right to Petition for Judicial Dissolution
Trenwick America Litigation Trust v. Ernst & Young LLP
Delaware Court Of Chancery Holds That No Cause Of Action For “Deepening Insolvency” Exists Under Delaware Law
2008 Amendments to the General Corporation Law of the State of Delaware
Legislation amending the General Corporation Law of the State of Delaware (the DGCL) has been adopted by the Delaware General Assembly and was signed by the Governor of the State of Delaware on June 26, 2008. The DGCL amendments became effective upon signing by the Governor. The DGCL amendments are designed to keep Delaware law current…
Void or Voidable? – Curing Defects in Stock Issuances Under Delaware Law
It is not unusual for a Delaware corporation’s stock records to have omissions or procedural defects raising questions as to the valid authorization of some of the outstanding stock. Confronted with such irregularities, most corporate lawyers would likely attempt to cure the defect through board and, if necessary, stockholder ratifi cation. However, in a number of…
Ryan v. Lyondell Chemical Co.
The Delaware Court of Chancery fires a warning shot regarding sales process issues.
Amendments to Delaware’s LLC and LP Legislation Enacted
The Delaware General Assembly has recently enacted legislation amending the Delaware Limited Liability Company Act and the Delaware Revised Uniform Limited Partnership Act.
CA, Inc. v. AFSCME Employees Pension Plan
The Delaware Supreme Court holds that a bylaw requiring expense reimbursement of a successful campaign to elect a short slate of directors violates Delaware law.
Contributor, ABA Handbook for the Conduct of Shareholders’ Meetings (1st and 2nd editions)
OHC Liquidation Trust v. Credit Suisse First Boston, et al.
Equitable defense results in dismissal of claims against financial advisor.