Recently, the U.S. Equal Employment Opportunity Commission (EEOC) issued an update to its COVID-19 technical assistance publication. The update provides new guidance on various topics, including initiating discussions with employees about accommodations and flexible work arrangements for returning back to work, age- and pregnancy-related discrimination, caregiver responsibilities, accommodating employees with high-risk family members, and safeguarding employees…

House Bill 341, an act to amend the General Corporation Law of the State of Delaware (“DGCL”), has been introduced to the Delaware General Assembly. The amendments make several important changes to the DGCL, including clarifying the circumstances under which emergency bylaws may be invoked, providing safe harbors for specified corporate actions taken during the pendency…

The U.S. District Court for the District of Delaware has issued an Order adopting a set of Re-Opening Guidelines. The Guidelines provide for four phases, each with a different level of restrictions and permissible courtroom and courthouse activity, culminating in the resumption of normal operations in Phase Four. In Phase One, which begins on June 17,…

Consider this scenario: A debtor confirms its plan and transfers avoidance actions to a litigation trust. The trust then sues the debtor’s former owner, who sold the company through a leveraged transaction prior to bankruptcy, on the basis that the sale was a fraudulent transfer. Let’s assume that the litigation trust sues to recover the full…

It has been eleven years since a leading bankruptcy journal published an article entitled “Who Owns Privileged E-Mails in a § 363 Sale Case? Is Ownership Waived When the Debtor’s Computer Servers are Sold?” (the “2009 Article”). The 2009 Article suggested that parties should carefully address in the asset purchase agreement (a) who owns the attorney-client…

For many registered investment companies under the Investment Company Act of 1940 (1940 Act) (which we will refer to generally as funds), persuading retail investors to vote their shares at shareholder meetings can be a challenge. This challenge can be compounded by the somewhat arcane rules relating to shareholder meeting mechanics. This article addresses some common…

In the highly anticipated decision of In re Delaware Public Schools Litigation, C.A. No. CV 2018-0029-JTL (County Track), 2020 WL 2296888 (Del. Ch. May 8, 2020), the Delaware Court of Chancery found the real property tax assessment method employed by the three Delaware counties to be in violation of Delaware law and unconstitutional. The “indefinite-base-year” assessment…

Until the recent COVID-19 pandemic, development was strong in Delaware. Construction scaffolding, temporary fences, and proud bank signs sharing that construction financing was placed by a certain bank were plentiful. Hopefully, as our state and nation begin to emerge from quarantine lockdowns we will see economic activity resume, led by development. Life will resume and projects…

As companies race to develop vaccines, medical products, and other treatments to combat the COVID-19 pandemic, these advances will likely engender litigation related to the protection of intellectual property rights. Given the District of Delaware’s national prominence as a preeminent patent litigation venue, a sizeable portion of such litigation may proceed in a Delaware courtroom. A…

In a landmark opinion, Salzberg v. Sciabacucchi, the Delaware Supreme Court, reversing the Delaware Court of Chancery’s decision, confirmed the facial validity of so-called federal forum selection provisions in certificates of incorporation of Delaware corporations. The Court’s opinion is significant not only for its key holding but also for the substantial guidance it provides with regard…