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Delaware Business Court Insider

Court of Chancery Rules That Corporate Officers Have a Duty of Oversight Within Their Corporate Area of Responsibility

While the Stone v. Ritter decision only recognized the oversight duties of directors, three years later, the Delaware Supreme Court ruled that "the fiduciary duties of officers are the same as those of directors." See Gantler v. Stephens, 965 A.2d 695, 709 (Del. 2009).
6 minute read

Delaware Business Court Insider

Chancery Court Sustains M&A Fraud Claims Based on Near-Term Financial Projections

In recent years, litigation over financial projections has increased in frequency. These claims, sometimes involving allegations of fraud, are typically decided by the Delaware Court of Chancery or the Delaware Superior Court's Complex Commercial Litigation Division.
7 minute read

Delaware Business Court Insider

Delaware Supreme Court Delivers Resounding Reversal of Chancery Court Ruling in 'Boardwalk Pipeline Partners'

'Twas the week before Christmas, and the Delaware Supreme Court delivered an early present to Loews Corp.: a resounding reversal of a 2021 Delaware Court of Chancery ruling excoriating the entire process through which Boardwalk Pipeline Partners' general partner took the company private and awarding the plaintiff investors with nearly $700 million in damages, plus interest.
10 minute read

Delaware Business Court Insider

Chancery Limits Enforceability of 'Reasonable' Restrictive Covenant Agreements Under Delaware Law

Restrictive covenants—like noncompetition and nonsolicitation provisions—are common. A recent decision by the Delaware Court of Chancery is important to understanding how restrictive covenants can be used and makes clear that the covenant cannot be overly broad, even if the parties have agreed that it is "reasonable."
4 minute read

Delaware Business Court Insider

Del. High Court Overturns Landmark Chancery Ruling in 'Boardwalk Pipeline Partners'

Delaware's Supreme Court unanimously overturned a landmark Chancery Court judgment holding a general partner liable for exercising an option to cash out minority holders in bad faith reliance on a "contrived" legal opinion.
8 minute read

Delaware Business Court Insider

The 18th Annual Review of Key Del. Corporate and Commercial Decisions, Part 2

This list highlights notable decisions that should be of widespread interest to those who work in the corporate and commercial litigation field or who follow the latest developments in this area of Delaware law.
25 minute read

Delaware Business Court Insider

18th Annual Review of Key Del. Corporate and Commercial Decisions, Part 1

This list does not attempt to include all important decisions of those two courts that were rendered in 2022. Instead, this list highlights notable decisions that should be of widespread interest to those who work in the corporate and commercial litigation field or who follow the latest developments in this area of Delaware law.
30 minute read

Delaware Business Court Insider

Court of Chancery Issues Guidance on Letters of Request Under the Hague Convention

On Nov. 18, 2022, Vice Chancellor J. Travis Laster of the Delaware Court of Chancery issued an opinion that provides a helpful roadmap for future litigants seeking discovery from foreign nonparties. In In re Cote d'Azur Estate, the court granted a plaintiff's request for the issuance of a letter of request to "obtain the assistance of the central authority in Switzerland to facilitate discovery."
8 minute read

Delaware Business Court Insider

Del. Bankruptcy Court Discusses Whether It Can Amend Bankruptcy Petition to 'De-Designate' a Subchapter V Case

Following this decision, the ability of a party-in-interest to obtain an order from the bankruptcy court de-designating a subchapter V case is uncertain.
8 minute read

Delaware Business Court Insider

In New AmerisourceBergen Decision, Chancery Applies 'Separate Accrual' Laches Analysis for 'Caremark' Red-Flags Claims

The Delaware Court of Chancery largely rejected arguments that laches barred fiduciary duty claims against AmerisourceBergen's directors and officers for acting in bad faith by disregarding red flags in safety reporting and monitoring systems and knowingly operating the business in a manner to violate positive law.
6 minute read

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