Mitchell Partners, L.P. v. AMFI Corp., C.A. Nos. 2020-0985-KSJM, 2020-0986-KSJM (Del. Ch. July 3, 2024)
In this case, in which the Chancellor reviewed a decision by a special master, the Court examined whether non-voting shares of stock must be included in a stock ledger. The Court held that non-voting shares must be included in a stock ledger. In so doing, the Court reasoned that Section 219 of the Delaware General Corporation Law requires all shares to be included in the stock ledger, as the statute refers to “the names of all of the corporation’s stockholders of record[,]” rather than just voting stockholders.
