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Shareholders Federal Rule 12(b)(6)

Morris James LLP

Chancery Examines Framework of Fiduciary Disclosure Obligations in Soliciting Private Investments

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Clark v. Davenport, C.A. No. 2017-0839-JTL (Del. Ch. July 18, 2019). This opinion decides a motion to dismiss fraud and related tort claims arising out of various investments against a former director and CEO and an...more

Fox Rothschild LLP

Supreme Court Gets Down To Business—Business Court Cases, That Is

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With the reworking of N.C.G.S. § 7A-27 to provide a direct appeal to the Supreme Court of North Carolina from certain orders of the North Carolina Business Court, it was expected that our State’s highest court would start...more

Morris James LLP

Court of Chancery Dismisses Derivative Action for Failure to Plead Demand Futility

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A cardinal principle of Delaware law is that directors manage the business and affairs of a Delaware corporation. This includes decisions regarding whether to pursue claims against officers and directors whose breach of duty...more

Carlton Fields

Delaware Court Rejects Entire Fairness Standard in Cablevision Compensation Fight

Carlton Fields on

Vice Chancellor John W. Noble, of the Delaware Chancery Court, last month refused a shareholder’s attempt to second guess Cablevision’s independent compensation committee’s decision to award the company’s founder and...more

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