In the recent decision of In re UnitedHealth Group, Inc. Section 220 Litig., C.A. No. 2017-0681-TMR (Del. Ch. Feb. 28, 2018), the Court of Chancery granted plaintiff’s Section 220
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Books and Records Demand
Section 220 Demand Denied in Lawyer-Driven Litigation
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In the recent decision of Wilkinson v. Schulman, C.A. No. 2017-0138-VCL (Del. Ch. Nov. 13, 2017), the Court of Chancery denied a Section 220 books and records demand on…
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Incorporation Condition in Confidentiality Agreement Upheld in Books and Records Action
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In the recent DGCL Section 220 books and records decision of The City of Cambridge Retirement System v. Universal Health Services, Inc., C.A. No. 2017-0322-SG (Del. Ch. Oct. 12,…
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Court of Chancery Examines Section 220 Books and Records Inspection Demand
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In the recent decision of Mehta v. Kaazing Corporation, C.A. No. 2017-0087-JRS (Del. Ch. Sept. 29, 2017), Vice Chancellor Slights examined a stockholder’s books and records request upon a…
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Chancery Finds Credible Basis for Wrongdoing Warranting Inspection of Books and Records
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As discussed in various prior posts, a petitioner making a Section 220 books and records demand must state a “proper purpose” to justify inspection. Commonly approved purposes include valuation of…
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Books and Records Demand Denied for Lack of Standing
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Under Section 220 of the Delaware General Corporation Law (“DGCL”), only stockholders or directors have standing to make a demand to inspect a Delaware corporation’s books and records. What happens…
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Books and Records Demand Played Role in Selection of Lead Counsel
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In selecting lead counsel for a stockholder derivative litigation, the Court of Chancery applies the factors set forth under Hirt v. U.S. Timberland Service Co., 2002 WL 1558342 (Del.
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Chancery Denies Inspection Rights to Board Member Seeking to Compete With Company
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Directors of companies generally have broad and unfettered rights to inspect the corporate records in order to fulfill their fiduciary duties owed to the company and its stockholders. However, that…
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Books and Records Claim Denied for Alleged Wrongdoing When Defense Existed
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As discussed in prior posts, in order to prevail in a books and records inspection action, the petitioning party must demonstrate a “proper purpose” for making such demand. Moreover, when…
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Books and Records Demand Under Delaware Statutory Trust Act Examined
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Under the Delaware Statutory Trust Act, a beneficial owner of a Delaware statutory trust may seek inspection of the books and records of such trust. Those rights are codified under …
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