In holding that certain provisions within the stockholder agreement of a Delaware corporation are invalid under the Delaware General Corporation Law (DGCL), the Delaware Court of Chancery has created a framework for...more
A recent opinion from the Delaware Court of Chancery reaffirmed a Delaware corporation’s ability to create a class of stock with voting power that is based on a formula in the certificate of incorporation (Charter) or on...more
Highlighted below are several recent opinions from the Delaware Court of Chancery relating to special purpose acquisition companies (SPACs) that provide helpful guidance to sponsors, investors and practitioners. These cases...more
3/8/2022
/ Business Litigation ,
Corporate Counsel ,
Delaware ,
Fiduciary ,
Fiduciary Duty ,
Investment Adviser ,
Investors ,
Securities and Exchange Commission (SEC) ,
Shareholder Litigation ,
Shareholders ,
Special Purpose Acquisition Companies (SPACs) ,
State and Local Government
The following case (link) should serve as a cautionary tale for directors of Delaware corporations when taking actions that may disenfranchise stockholders, especially in the election of directors.
The Delaware Supreme...more
In a recent post-trial opinion, Vice Chancellor Laster of the Delaware Court of Chancery issued an important decision regarding stockholder books and records demands under Section 220(b) of the Delaware General Corporation...more
1/29/2020
/ Board of Directors ,
Books & Records ,
Caremark claim ,
Corporate Governance ,
Corporate Misconduct ,
Corporate Officers ,
Delaware General Corporation Law ,
Derivative Suit ,
Duty of Loyalty ,
Evidence ,
Fiduciary Duty ,
Section 220 Request ,
Shareholder Litigation ,
Shareholder Rights ,
Shareholders