Morris James LLP

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500 Delaware Avenue
Suite 1500
Wilmington, DE 19801-1494, United States
Phone: 302-888-6800
Fax: 302-571-1750
Areas of Practice
  • Alternative Dispute Resolution (ADR)
  • Bankruptcy
  • Business Organizations
  • Civil Rights
  • Class Action
  • Commercial Law & Contracts
  • Construction Law
  • Debtor/Creditor
  • Education
  • Energy & Utilities
  • Environmental Law
  • Family Law
  • Finance & Banking
  • Government
  • Health
  • Insurance
  • Intellectual Property
  • Labor & Employment Law
  • Litigation
  • Mergers & Acquisitions
  • Personal Injury
  • Privacy
  • Products Liability
  • Professional Malpractice
  • Real Estate
  • Science, Computers, & Tech
  • Securities Law
  • Taxation
  • Toxic Torts
  • Wills, Trusts, & Estate Planning
  • Zoning, Planning & Land Use
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Locations
Other U.S. Locations
  • Delaware
Number of Attorneys
50-100 Attorneys

Court Of Chancery Addresses Conflicted Transaction And Secondary Liability

RCS Creditor Trust v. Schorsch, C.A. No. 2017-178-SG (Del. Ch. Apr. 5, 2018) - This is an interesting decision for two reasons. First, it distinguishes between classic self-dealing claims and tag-along challenges to business…more
 /  Business Torts, Civil Procedure, Commercial Law & Contracts

Court Of Chancery Explains When A Minority Stockholder Has Control

In re Tesla Motors Inc. Stockholder Litigation, C.A. No. 12711-VCS (Del. Ch. Mar. 28, 2018) - Under Delaware law, a controlling stockholder need not be a majority stockholder. Rather, a controlling stockholder might be a…more
 /  Business Organizations, Business Torts, Civil Procedure

Case Spotlight: In Re ExamWorks Group, Inc. Stockholder Appraisal Litig.

Case Spotlight: In Re ExamWorks Group, Inc. Stockholder Appraisal Litig., 2018 WL 1008439 (Del. Ch. Feb. 21, 2018) (Laster, V.C.) - ExamWorks Group, Inc. (the “Company”) is a Delaware corporation with its principal place of…more
 /  Business Organizations, Civil Procedure, Mergers & Acquisitions

Court Of Chancery Explains Expanded Jurisdiction Under Director Consent Statute

LVI Group Investments LLC v. NCM Group Holdings LLC, C.A. No. 12067-VCG (Del. Ch. Mar. 28, 2018) - In Hazout v. Tsang Mun Ting, 134 A.3d 274 (Del. 2016), the Delaware Supreme Court expanded the basis for personal jurisdiction…more
 /  Business Organizations, Civil Procedure

Superior Court Provides Guidance On When A Tort Claim May Be Based On A Breach of Contract

Decisivedge LLC v. VNU Group LLC, C.A. N17C-05-584 WCC CCLD (March 19, 2018) - Too frequently a plaintiff seeks to buttress its case by adding a fraud or tort claim to what is really just a breach of contract…more
 /  Business Torts, Civil Procedure, Commercial Law & Contracts

Court Of Chancery Explains When Directors Lack Independence To Consider Pre-Suit Demand

In Re Oracle Corporation Derivative Litigation, C.A. No. 2017-037-SG (Del. Ch. Mar. 19, 2018) - Delaware law requires a derivative plaintiff to make a pre-suit demand on the board unless excused as futile. Because some level…more
 /  Business Organizations, Business Torts, Civil Procedure

Court of Chancery Applies Revlon to a Warrant to Buy

Carr v. New Enterprise Associates, Inc., C.A. No. 2017-0381-AGB (Del. Ch. Mar. 26, 2018) - This decision addresses a host of interesting topics. First, it declines to invoke the so-called step-transaction doctrine under…more
 /  Business Organizations, Business Torts, Civil Procedure

Court Of Chancery Awards Nominal Damages For Breach Of Fiduciary Duty

The Ravenswood Investment Company LP v. The Estate Of Bassett S. Winmill, C.A. No. 3730-VCS (Del. Ch. Mar. 21, 2018) - It is easy to assume that some form of meaningful relief must be available when a fiduciary bears the…more
 /  Business Organizations, Business Torts, Civil Procedure

Is Stockholder Litigation in Trouble in Delaware? An Update

A series of recent Delaware court decisions have caused some plaintiffs law firms to decide stockholder litigation should no longer be filed in the Delaware courts. This article will first explain the background to their views…more
 /  Business Organizations, Civil Procedure, Mergers & Acquisitions

Court of Chancery Enforces Section 145 Indemnification Rights of Subrogee

Meyers v. Quiz-Dia LLC, C.A. No. 9878-VCL (Del. Ch. Mar. 16, 2018) - This is an interesting indemnification decision for its handling of subrogation rights in the indemnification context, one involving former Quiznos…more
 /  Business Organizations, Civil Procedure

Delaware Public Policy Does Not Preclude D&O Insurance Coverage for Fraud

In Arch Insurance v. Murdock, (Del. Ch. Mar. 1, 2018), a D&O insurance coverage dispute, the state Superior Court’s complex commercial litigation division reasoned broadly to hold that, absent a contrary choice of law clause,…more
 /  Business Organizations, Civil Procedure, Insurance

Court Of Chancery Explains Proper Evidence To Support Inspection Claim

In Re UnitedHealth Group Inc. Section 220 Litigation, C.A. 2017-0681-VCMR (February 28, 2018) - To obtain inspection rights from a Delaware corporation to investigate alleged wrongdoing, the petitioner needs some evidence to…more
 /  Business Organizations, Business Torts, Civil Procedure

Delaware Superior Court Upholds Coverage For Fraud Claim

Arch Insurance Company v. Murdock, C.A. N16C-01-104 EMD CCLD (March 1, 2018) - This decision upholds coverage under a D&O policy for a claim alleging fraud by directors. This is not too surprising as the Delaware Corporation…more
 /  Business Organizations, Business Torts, Civil Procedure

Court Of Chancery Holds Demand Is Not Excused When Only Best Practices Were Not Followed

Wilkin v. Narachi, C.A. 12412-VCMR (February 28, 2018) - Demand on directors is not required when it is alleged that they have violated a statute or rule. But when the claim is only that they violated the "best practices”…more
 /  Business Organizations, Business Torts, Civil Procedure

Court Of Chancery Imposes Sanctions For Failing To Comply With A Scheduling Order

In RE Examworks Group Inc. Stockholder Appraisal Litigation, C.A. 12688-VCL (February 21, 2018) - As this decision again points out, a scheduling order is a court order that must be followed or sanctions will be imposed…more
 /  Business Organizations, Civil Procedure, Mergers & Acquisitions
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