On April 4, 2024, the Delaware Supreme Court issued a much-anticipated decision, In re Match Group Derivative Litigation (“In re Match Group”), extending the MFW doctrine more broadly to all conflicted controller...more
On January 29, 2021, Vice Chancellor Laster of the Delaware Court of Chancery refused to dismiss a shareholder class action stemming from the 2019, $2.2 billion sale of Presidio, Inc., an IT solutions provider specializing in...more
3/3/2021
/ Breach of Duty ,
Class Action ,
Corporate Counsel ,
Corporate Sales Transactions ,
Critical Infrastructure Sectors ,
Duty of Care ,
Exculpatory Clauses ,
Fiduciary Duty ,
Liability ,
Self-Interest ,
Shareholder Litigation ,
Shareholders
There were significant developments in 2019 as courts continued to issue important decisions in this space and significant legislation impacting the residential mortgage-backed securities (“RMBS”) market came into effect. A...more
1/30/2020
/ Banking Restrictions ,
Breach of Contract ,
Breach of Duty ,
Capital One ,
Chase Bank ,
Consumer Financial Products ,
Debt ,
Employee Retirement Income Security Act (ERISA) ,
Equity ,
EU ,
Fiduciary Duty ,
Financial Services Industry ,
FinTech ,
Fraudulent Inducement ,
Interest Rate Caps ,
Interest Rates ,
Loans ,
Madden v Midland Funding ,
Motion to Dismiss ,
Negligent Misrepresentation ,
Non-Bank Lenders ,
Ocwen ,
Personal Jurisdiction ,
Popular ,
Preemption ,
Regulatory Standards ,
RMBS ,
Securitization ,
Securitization Market ,
Securitization Standards ,
State and Local Government ,
True Lender ,
Trustees ,
UCITS ,
Usury ,
Valid When Made Doctrine
In Lebanon County Employees’ Retirement Fund, et al. v. AmerisourceBergen Corporation, the Delaware Court of Chancery ordered the inspection of the books and records of AmerisourceBergen Corporation, one of the leading opioid...more
1/29/2020
/ Books & Records ,
Breach of Duty ,
Controlled Substances ,
Delaware General Corporation Law ,
Drug Distribution ,
Fiduciary Duty ,
Inspection Rights ,
Mismanagement ,
Opioid ,
Pain Management ,
Pharmaceutical Industry ,
Popular ,
Prescription Drugs ,
Section 220 Request ,
Shareholder Litigation ,
Shareholders
In Flood v. Synutra Int’l Inc., the Delaware Supreme Court clarified its holding in Kahn v. M&F Worldwide Corp. (“MFW”). ...more
On March 28, 2018, in In re Tesla Motors, Inc. Stockholder Litigation, the Delaware Court of Chancery denied a motion to dismiss a lawsuit brought by stockholders of Tesla Motors, Inc. (“Tesla” or the “Company”)....more
4/16/2018
/ Board of Directors ,
Breach of Duty ,
Business Litigation ,
Controlling Stockholders ,
Elon Musk ,
Entire Fairness Standard ,
Fiduciary Duty ,
Minority Shareholders ,
Motion to Dismiss ,
Popular ,
Shareholder Litigation ,
SolarCity ,
Tesla
On August 18, 2017, the Delaware Court of Chancery granted defendants’ motion to dismiss a class action brought by former minority stockholders of Martha Stewart Living Omnimedia, Inc. (“MSLO”) against Martha Stewart and...more
Two recent decisions from the Delaware Court of Chancery faithfully apply the Delaware Supreme Court’s holding in Corwin v. KKR Financial Holdings LLC. No surprise there. Corwin held that when “a transaction not subject to...more
4/27/2017
/ Breach of Duty ,
Coercion ,
Corporate Counsel ,
Duty of Loyalty ,
Fairness Standard ,
Fiduciary Duty ,
Financial Markets ,
Merger Agreements ,
Revlon Standard ,
Shareholder Approval ,
Shareholder Litigation ,
Shareholder Votes