The Court of Chancery recently concluded that a member of a Delaware LLC could reach an implied contractual agreement to withdraw as a member of the LLC, even if the LLC does not have a written operating agreement....more
Vice Chancellor Glasscock discussed the limits of equitable jurisdiction in Elavon, Inc. v. Electronic Transaction Systems Corp, C.A. No. 2021-0440-SG, memo. op. (Del. Ch. Mar. 7, 2022). The Court granted a motion to dismiss...more
Delaware Governor John Carney recently signed into law a bill to amend Section 145 of the Delaware General Corporation Law (“DGCL”) to allow Delaware corporations to use captive insurance for their directors and officers...more
In Rummel Klepper & Kahl, LLP v. Delaware River & Bay Authority, C.A. No. 2020-0458-PAF (Del. Ch. Jan. 3, 2022), the Court of Chancery considered Defendant’s motion to dismiss and to compel arbitration. The Plaintiff and...more
The Delaware Supreme Court opinion in AB Stable VIII LLC v. MAPS Hotels and Resorts One, LLC, et al., No. 71, 2021, (Del. Dec. 8, 2021), considers whether a business’s response to the COVID-19 pandemic violated an “ordinary...more
In Todd Swift v. Houston Wire & Cable Co., C.A. No. 2021-0525-LWW, memo. op. (Del. Ch. Dec. 3, 2021), the Court of Chancery found that a stockholder lacked standing to seek inspection of books and records under 8 Del. C. §...more
Delaware has introduced additional restrictions on individuals and businesses aimed to curb the recent spike in COVID-19 infections. On November 17, Governor Carney announced forthcoming amendments to his emergency order....more
Delaware Gov. John Carney has announced an expansion to the DE Relief Grants program, which assists small businesses affected by COVID-19. The expansion will provide an additional $25 million in additional relief for hundreds...more
On June 15, 2020, the State of Delaware will begin the second phase of its three-part reopening plan. This phase allows certain public-facing businesses that reopened in Phase 1 to further expand their occupancy limits....more
On June 1, 2020, the State of Delaware commenced Phase 1 of its three-part reopening plan. This phase allows certain public-facing businesses to reopen with limited capacity, subject to social distancing guidelines.
On May...more
The COVID-19 pandemic has shaken M&A transactions. Companies that entered into deal negotiations many months ago could never have anticipated that COVID-19 would impact the global economy in profound ways. In light of the...more
Businesses and individuals in Delaware are required to take additional protective measures in workplaces and public settings under Gov. John Carney's latest modification to the State of Emergency Declaration.
Employers are...more
With a few notable exceptions, the Delaware Supreme Court has relaxed the requirement for notarization of most documents filed in the Delaware state courts.
The order suspends any state court requirement for a sworn,...more
Following Gov. Carney’s State of Emergency declaration, the Secretary of Labor of the State of Delaware issued new guidelines to enhance the availability of unemployment insurance benefits to COVID-19 affected workers who...more
Based on proof that a seller had presented a forged discharge of an existing, recorded lien at the time of sale, a New Jersey appellate court has affirmed a judgment of $1.3 million plus prejudgment interest in favor of a...more
Delaware has joined the growing list of states that require employers to take action designed to prevent harassment in the workplace. The new law provides additional protections to employees, mandates notice requirements and...more