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Parties Can Contract Out of Right to LLC's Judicial Dissolution
In one of the first challenges to the recent amendments to Delaware's LLC Act, the state's Court of Chancery has ruled that parties forming a limited liability company can contract out of the right to judicial dissolution. The court issued the opinion when it rejected a plaintiff's motion to seek judicial dissolution, a default right under the LLC Act, because the entity's formation agreement specifically eschewed that right.
Survival Clauses Trump Statute of Limitations, Chancery Rules
Delaware entities have the contractual freedom to shorten the statute of limitations through the adoption of a survival clause in a stock purchase agreement, the Court of Chancery has ruled. The court issued the opinion when it granted ENI Holdings LLC's motion to dismiss certain counterclaims alleged against the company by KBR Group Holdings LLC over the $280 million sale of engineering firm Roberts & Schaefer Co.
Del. High Ct. Reverses Chancery on Vaccine Profit Split
The Delaware Supreme Court has reversed the Court of Chancery's decision to award PharmAthene Inc. half of the profits from a smallpox vaccine it was developing with Siga Technologies Inc.TRENDING STORIES
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