Addressing an issue that has been for the first time squarely presented to any Delaware Court, the Court of Chancery in In Re MFW Shareholders Litigation, C.A. No. 6566-CS, May 29, 2013,  ruled that “when a controlling stockholder merger has, from the time of the controller’s first overture, been subject to (i) negotiation and

On February 7, 2013, the Benjamin N. Cardozo School of Law, Yeshiva University will be hosting a panel discussion on the challenge to the Delaware Court of Chancery’s Arbitration Proceedings.  As way of background, these arbitration proceedings have been challenged as unconstitutional by the Delaware Coalition for Open Government, Inc., and the case is now

Henceforth, parties who ignore or extend scheduling deadlines without promptly consulting the trial court, will do so at their own risk.

 The Delaware Supreme Court in the recent case of Joann F. Christian et al. v. Counseling Resource Associates, Inc., et al., No. 460, 2011 (Del. Supr. Jan. 2, 2013), set forth

If the contractual language is not crystalline, a court will not interpret a forum selection clause to indicate the parties intended to make jurisdiction exclusive.

In Duff, Carp, and Delaware Document Imaging, LLC. v. Innovative Discovery LLC, C.A. No. 7599-VCP (Del. Ch. Dec. 7, 2012), the Court of Chancery addressed, among other things, whether

The Delaware Court of Chancery is internationally recognized for resolving disputes related to corporations and other business entities. Its excellence, opportunity for proceedings and swift determination, actions known as summary proceedings, is what makes it the preeminent court for litigants.

This guide will provide directors and shareholders with a general overview of the different types

It is doubtless troubling to New Media that Delaware law provides no statutory basis for exercising jurisdiction over the manager of a Delaware limited liability partnership for breaches of fiduciary duty in the course of his work for the partnership, absent acts taken in Delaware itself in furtherance of the  alleged wrongdoing.  But this is

“Delaware has not provided a separate statute for non-stock corporations, but has instead dealt with such corporations within the ambit of the DGCL”.

In Hockessin Community Center, Inc. v. Swift, et. al., C.A. No. 7789-VCL, the Court of Chancery, in a post-trial opinion set forth a tutorial on proper governance under the Delaware General

In Hite Hedge LP et al. v. El Paso Corporation, C.A. No. 7117-VCG, (Del. Ch. Oct. 9, 2012), the Delaware Court of Chancery re-affirmed its longstanding commitment to the freedom of contract afforded to alternate entities through their governing agreements.    The Court was faced with a motion to