Delaware Supreme Court Provides Guidance on Drafting Advance Notice Bylaws
On July 2, 2015, the Delaware Supreme Courtin Hill International, Inc. v. Opportunity PartnersL.P., affirmed the Court of Chancery’s orderenjoining Hill International, Inc. (Hill) from conductingany business at its 2015 annual meeting,other than convening the meeting for the solepurpose of adjourning it for a minimum timeperiod necessary to allow Opportunity PartnersL.P. (Opportunity), the stockholder-plaintiff, topresent items…
Amendments to Delaware’s LLC and Partnership Acts Adopted
Delaware has recently adopted legislation amending the Delaware Limited Liability Company Act, the Delaware Revised Uniform Limited Partnership Act and the Delaware Revised Uniform Partnership Act.
Delaware Governor Jack Markell Signs Legislation Amending the Delaware General Corporation Law
Senate Bill 75, which contains several important amendments to the General Corporation Law of the State of Delaware, was signed by Delaware Governor Jack Markell on June 24, 2015.
Significant Changes in Delaware Unclaimed Property Administration Proposed
On Tuesday, June 16, 2015, Delaware Senate Bill 141 was introduced to the Delaware General Assembly proposing many significant changes to the existing Delaware unclaimed property audit and administration regime.
PA Bankruptcy Court Rules in In re Merritt
The Bankruptcy Court for the Eastern District of Pennsylvania (the Honorable Jean K. FitzSimon presiding) recently declined to decide whether a chapter 13 debtor can be granted standing to prosecute a fraudulent transfer claim on behalf of its estate under Official Committee of Unsecured Creditors of Cybergenics Corp. v. Chinery, 330 F.3d 548 (3d Cir. 2003)…
Lawyer Cannot Discharge Client’s Claim Based on Funds Stolen by Lawyer
In a recent decision, the Ninth Circuit Court of Appeals held that a debtor-attorney could not use the unclean hands doctrine to render dischargeable a former client’s claim based on the lawyer’s misappropriation of funds entrusted to him by the former client. See Northbay Wellness Group, Inc. v. Beyries, No. 13-17381 (9th Cir. June 5, 2015).…
State Law Permitting, Classic Retainers Are Not Property of the Estate
A classic retainer becomes property of the law firm immediately upon payment to the extent permitted by state law. If, after that payment is made, the client commences a bankruptcy case, the payment, to the extent it is properly characterized as a classic retainer, remains property of the law firm and is not property of the…
Court Adopts ‘Time’ Approach in Applying Section 502(b)(6) Cap
U.S. Bankruptcy Judge Kevin J. Carey of the District of Delaware’s recent opinion in In re Filene’s Basement LLC, Case No. 11-13511 (KJC), has provided long-awaited guidance on the application of Section 502(b)(6) of the Bankruptcy Code to lease rejection damages claims in the bankruptcy context. Perhaps most significantly, the court concluded that the “15 percent”…
DOL Issues New Model FMLA Forms
On May 27, 2015, the Department of Labor published new Family Medical Leave Act notices and medical certification forms.
SCOTUS Rules in Bank of America v. Caulkett
In Bank of America v. Caulkett, the Supreme Court decided by unanimous decision on June 1 that a debtor in a Chapter 7 proceeding may not avoid a junior mortgage under section 506(d) of the Bankruptcy Code even where the debt owed on the senior mortgage exceeds the value of the debtor’s collateral. Section 506(d) provides…
