In the last two years, plaintiffs’ lawyers have increasingly been bringing lawsuits under the Securities Act of 1933 (“Securities Act”), such as claims relating to public offerings, in state rather than federal court. Resisting that trend, some corporations have adopted forum-selection clauses requiring that such cases be brought in federal court. In Salzberg v Sciabacucchi, the Delaware Supreme Court earlier this month upheld the validity of such clauses, known as federal-forum provisions (“FFPs”), in the certificates of incorporation of Delaware corporations.

The decision is a significant victory for corporations seeking to ensure that federal securities law claims under the Securities Act are litigated in federal courts rather than state courts.