Our Delaware Corporate, LLC and Partnership Law attorneys closely follow the opinions coming from Delaware’s Supreme Court and Court of Chancery. Our 2022 Year in Review is a collection of brief summaries of selected cases concerning Delaware Corporate, LLC and Partnership Law. Our summaries are intended to provide information that may be helpful in strategic and business decisions concerning litigation and commercial arrangements.
The Court of Chancery Clarifies the Standard for Evaluating Claims Predicated on Acceptance of Allegedly Unfair Compensation – Knight v. Miller et al.
Delaware Court of Chancery Pronounces Delaware a “Pro-Sandbagging” Jurisdiction – Arwood v. AW Site Services, LLC
Court of Chancery Dismisses Breach Claims Based on Rule 8, LPA Terms and Corwin – Walter E. Ryan Jr. v. Buckeye Partners L.P
DE Court of Chancery Denies Challenge to Going-private Merger Based on Business Judgment Rule – Harcum v. Lovoi, et al.
Delaware Supreme Court Reverses Use of Unreliable Hearsay Evidence to Establish Proper Purpose in Section 220 Action – NVIDIA Corp. v. City of Westland Police & Fire Ret. Sys.
Court Upholds MFW Broad Application Framework for Controlling Stockholder Transactions – City Pension Fund for Firefighters and Police Officers in the City of Miami v. The Trade Desk, Inc., et al.,
Court of Chancery Reinforces Delaware Law’s “Twice-Tested” Review When Invalidating Board Action Designed to Disenfranchised Stockholders – Totta v. CCSB Financial Corp.
Defendants Fail to Defeat Fiduciary Duty Claim Based on the Unique Benefit Realized from the Sale – Manti Holdings, LLC, et al. v. The Carlyle Group, Inc.
Delaware Court of Chancery Denies Indemnification for Former CEO and Provides Color on Entitlement to Proportional Indemnification – Evans v. Avande, Inc.
Case Summary: Parseghian v. Frequency Therapeutics, Inc. – Parseghian v. Frequency Therapeutics, Inc.
Ousted Manager Survives Challenge to Complaint Regarding Basis for Removal from Power – W.D.C. Holdings, LLC d/b/a Northstar Commercial Partners, et al. v. IPI Partners, LLC, et al.
Delaware Court of Chancery Finds Demand Futile in Derivative Action – Schoenmann v. Irvin