News & Analysis as of

Highlights from the ABA Institute on Class Actions

Last week I had the good fortune to attend the ABA’s Institute on Class Actions in New Orleans. It’s usually a great combination of legal talent, and it’s noted for the depth and quality of its panels. Among this year’s...more

Southern District of Florida Case Challenging Bylaw Requiring Minimum Stake to Sue Dismissed

As we have previously discussed, there has been a growing trend of corporations’ adopting various types of bylaws to define the bounds of shareholder litigation. These include forum-selection bylaws and fee-shifting bylaws...more

Insights: The Delaware Edition - October 2015

We are pleased to share with you the inaugural issue of Insights: The Delaware Edition, a periodic publication addressing significant Delaware deal litigation and corporation law developments. In This Issue: - Q&A...more

"Recent Amendments to the Delaware General Corporation Law Address Fee-Shifting and Forum Selection Provisions"

It has become almost axiomatic that when a public company merger is announced, stockholder litigation quickly follows. In recent years, some studies have indicated that more than 90 percent of transactions valued at more than...more

What's Market? Update: Delaware Corporate and M&A

Fee Shifting and Forum Selection Clauses - Much attention has been paid to Delaware legislative developments regarding fee shifting and forum selection clauses. On June 24, 2015, Delaware Governor Jack Markell signed...more

Two Cases From NC Business Court: Class Action Fees Doubled And Expedited Discovery Denied

Last week (well, two weeks ago, I'm kind of behind) seemed like class action week at the Business Court. Judge Gale issued three rulings in class action cases. ...more

Can I Get My Legal Fees Back for Having to Defend This Case?

One of the most common questions I get from my clients is whether they can recover their legal expenses for having to defend a meritless case. The short answer is that in most cases, no. That may seem unfair, especially...more

Update from Wilson Elser’s D&O Insurance Digest

Litigation Developments and Mega Settlements - Dole Food, Inc. Derivative Action – Delaware Chancery Court Finds D&Os Engaged in Fraud - Dole Food, Inc. shareholders sued Dole Chairman and CEO David Murdock and Dole...more

Evolving Private Remedies for Competition Infringements in Europe: Class Actions in the U.K.

Winds of change are blowing through Europe’s national courts, beginning with a new antitrust damages Directive requiring changes in national laws to facilitate private enforcement of competition law. This step was a major...more

Business Lit Ledger - Fall 2015

In this Fall issue of our newsletter, you will find a review of several significant legal developments. For example, our antitrust group reviews actions taken by the Federal Trade Commission and the Department of Justice...more

[Webinar] Making Them Pay: Winning Attorney Fees in Patent Litigation - Oct. 8th, 12:00pm EDT

In most litigation, each party pays its own attorney fees and costs, regardless of the outcome of the case. The Patent Act of 1952, however, allowed for an award of fees to the prevailing party in patent litigation in...more

Minnesota Supreme Court Decides Best Value Bid Protest - Attorneys' Fees in AAA Arbitrations

In a recent decision from the Missouri Court of Appeals, City of Chesterfield v. Frederick Constr. Inc., 2015 Mo. App. LEXIS 439 (Mo. Ct. App. Apr. 21, 2015), the court found that in the arbitration of a contract dispute...more

Beware the Boilerplate: Request for Attorneys' Fees in Arbitration Can Haunt You Later

The general rule in litigation is that each side pays its own legal fees, regardless of who wins. There is no fee shifting. Exceptions to that general rule primarily exist in the form of contractual arrangements or statutes...more

Looking Back on 2014: The 7 Most Important eDiscovery Cases in Delaware - Part 4

In the ISN case, the Petitioners filed a Petition for Appraisal, requesting that the Court make an independent valuation of the company under Section 262. In this Motion to Compel hearing, the Respondent called to the stand...more

Recent DGCL Amendments of Note

The Delaware General Assembly recently amended Delaware’s corporate statutes in several respects of interest to public companies. Boards may delegate stock issuances to non-directors....more

Attorneys' Fees May be Easier to Obtain in Lanham Act Cases Post-Octane Fitness

Intellectual property litigation is expensive for both the plaintiff and defendant. However, because defendants are required to defend themselves in a lawsuit—in comparison to a plaintiff who has the choice to file and...more

Poor Litigation Conduct by Prevailing Party Not Enough to Obviate Exceptional-Case Doctrine - Gaymar Indus., Inc. v. Cincinnati...

Addressing the degree to which litigation conduct can preclude the recovery of fees under 35 U.S. C. § 285, the U.S. Court of Appeals for the Federal Circuit vacated the denial of a fee award, finding that sloppy litigation...more

Rep. Goodlatte Releases Report on H.R. 9

Last week, Rep. Bob Goodlatte, Chairman of the House Judiciary Committee, released a 200-page Report on H.R. 9, "The innovation Act," introduced by Chairman Goodlatte with several co-sponsors earlier this year. The bill sets...more

Delaware Legislature Prohibits Fee Shifting and Authorizes Exclusive Forum Selection

Delaware corporations should evaluate their certificates of incorporation or bylaws in light of new amendments to the Delaware General Corporation Law. On June 24, Delaware Governor Jack Markell signed Senate Bill 75...more

2015 Changes to Delaware Law Go into Effect

Amendments to the DGCL - Several significant amendments to the Delaware General Corporation Law (DGCL) were signed into law on June 24, 2015, and will go into effect on August 1, 2015. Most significantly, these...more

House Committee Advances Competing Patent Reform Legislation

With yesterday’s House Judiciary Committee vote, there are now competing, and in some respects significantly different, patent reform proposals under serious consideration in the House and the Senate. Among the most important...more

Delaware Corporation Law Amendments Address Fee-Shifting and Exclusive Jurisdiction Provisions

Recently enacted amendments to the Delaware General Corporation Law will prohibit the certificates of incorporation and bylaws of Delaware corporations from including "loser pays" litigation provisions with respect to...more

Attorney Fees Awarded In First Impression

In Ryan v. Editions Limited West Inc., 2015 DJDAR 5455, the U.S. Court of Appeal for the Ninth Circuit decided an important issue of first impression: does the Copyright Act of 1976 preclude enforcement of a contractual...more

In Case You Missed It - Interesting Items for Corporate Counsel - July 2015

The SEC has finally proposed clawback rules, here, required by Section 954 of the Dodd-Frank Act. When adopted, the rules will require stock exchanges to propose and adopt listing standards that implement the requirements;...more

Delaware Corporation Law Now Prohibits “Fee-Shifting,” Allows Limited “Forum Selection”

On June 24, 2015, the Delaware State Legislature enacted various amendments to the General Corporation Law of the State of Delaware (the “DGCL”), which resolved two increasingly controversial issues of corporate governance....more

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