Evidence, Shareholders

Delaware Court Of Chancery Rejects Stockholder’s Section 220 Books And Record Demand In Connection With Corporation’s Expression...

A&O Shearman on 7/10/2023

On June 27, 2023, Vice Chancellor Lori W. Will of the Delaware Court of Chancery issued a judgment in favor of a “leading media and entertainment” company with a “substantial presence in Florida” (the “Corporation”),...more

Insights: The Delaware Edition - June 2023

Skadden, Arps, Slate, Meagher & Flom LLP on 6/12/2023

In a case of first impression, the Court of Chancery held recently that officers, like directors, owe their companies a duty of oversight, although the scope of that will vary with their responsibilities. Two other Chancery...more

The Worst of Both Worlds: Untimely Buyout Election Yields Full Merits Hearing and Huge Bond

Farrell Fritz, P.C. on 2/13/2023

Nine months ago, we wrote about a 20% shareholder, Alvin Clayton Fernandes, whose bare bones petition Manhattan Supreme Court Justice Frank P. Nervo found stated sufficient grounds to judicially dissolve a seemingly...more

Delaware Chancery Holds Early Committee Appointment Necessary to Cleanse Conflict from Corporate Transactions

Proskauer - Minding Your Business on 4/7/2020

In Salladay v. Lev, the Delaware Chancery Court elaborated on how early a corporate board must take protective measures to shield a conflicted transaction from entire fairness review. Salladay involved a motion to dismiss a...more

Court of Chancery Expands Stockholder Right to Corporate Books and Records

McDermott Will & Emery on 1/29/2020

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

Privileges Against Self-Incrimination and Penalties to Impact Australian Class Action Strategy

Jones Day on 11/1/2018

The Background: In a shareholder class action, the plaintiff sought discovery of documents from the defendant partnership in relation to alleged statutory contraventions associated with its role as auditor of a company that...more

Delaware Court of Chancery Rejects Lawyer-Driven Stockholder Books and Records Demand in Wilkinson v. Schulman

Polsinelli on 12/18/2017

Stockholder books and records demands are investigatory tools that often are a prelude to litigation directed at corporate fiduciaries. In rejecting a stockholder books and records demand, the Delaware Court of Chancery...more

"Court of Chancery Provides Guidance on 'Credible Basis' Standard for Obtaining Books"

Skadden, Arps, Slate, Meagher & Flom LLP on 5/8/2017

The Delaware Supreme Court has held that strict adherence to the procedural requirements of Section 220 of the Delaware General Corporation Law “protects the right of the corporation to receive and consider a demand in proper...more

You Aren't Entitled to "Original" Corporate Records When Making A Shareholder Inspection Request

Brooks Pierce on 10/1/2014

When is the last time that you needed an "original" document for a trial? Maybe never. The Rules of Evidence permit the admissibility of "duplicates."...more

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