News & Analysis as of September 18, 2024

Delaware General Corporation Law

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A repository for the most well-read content on JD Supra at any given time, along with occasional roundups of popular content by specific topic. Also stop by for monthly recaps of hot articles for the previous... more +

Delaware Governor Signs Controversial “Market-Practice” Amendments to General Corporation Law

Dechert LLP on 7/22/2024

Amendments were adopted to restore market practices impacted by three recent Court of Chancery decisions. Amendments simplify the approval of a merger by a board of directors, thereby removing the potential for certain...more

Lost-Premium Damages under Merger Agreement – Proposed Amendment to the DGCL in Light of Crispo vs. Musk

Sheppard Mullin Richter & Hampton LLP on 5/24/2024

On March 28, 2024, the Council of the Corporation Law Section of the Delaware State Bar Association (“DSBA”) issued proposed amendments to the Delaware General Corporation Law (“DGCL”), which, if signed into law, would become...more

Securities and Derivative Litigation: Quarterly Update - July 2023

Dechert LLP on 7/24/2023

Examine a major Ninth Circuit decision affirming dismissal of a Section 14(a) derivative action based on a forum-selection clause; Highlight the Third Circuit’s adoption of the Omnicare standard for securities fraud claims;...more

2023 securities, shareholder, and M&A litigation outlook - April 2023

Hogan Lovells on 4/25/2023

In this past year, we saw an uptick in in-person court proceedings as the effects of the pandemic subsided, a decrease in pandemic-related litigation, and a return to many of the core issues facing Delaware companies...more

In re Tesla: fair price may ameliorate procedural defects under entire fairness review - Corporate / M&A Decisions update series

Hogan Lovells on 8/23/2022

Tesla Motors Stockholder Litigation arises out of Tesla’s acquisition of SolarCity, a market leader in manufacturing and installing solar energy generation systems. On two occasions in 2015 and 2016, Elon Musk suggested to...more

Delaware Chancery Court Clears Musk of Breach of Fiduciary Duty Claim

Goodwin on 5/18/2022

On April 27, 2022, the Delaware Court of Chancery in In re Tesla Motors Stockholder Litigation rendered a post-trial verdict finding for Elon Musk, co-founder and CEO of Tesla Motors, Inc., on claims that Musk breached his...more

Q1 2022 Quarterly Corporate / M&A decisions updates

Hogan Lovells on 5/3/2022

Below is our Corporate / M&A decisions update covering decisions in the first quarter of 2022. This update is designed to highlight selected important M&A, corporate, and commercial court decisions on a quarterly basis....more

Delaware Corporation Law: Trends Impacting M&A and Corporate Litigation in 2019

Skadden, Arps, Slate, Meagher & Flom LLP on 3/1/2019

On February 20, 2019, Skadden held a webinar titled “2019 M&A and Corporate Litigation Trends.” The panelists were litigation partner and Delaware litigation practice leader Edward Micheletti and litigation counsel Jenness...more

2018 Delaware Corporate Law and Litigation Year In Review

Wilson Sonsini Goodrich & Rosati on 1/18/2019

In 2018, the Delaware courts issued a broad range of important decisions addressing various corporate law and governance issues. Those decisions are relevant for public and private companies and will help shape...more

Delaware Litigation Developments Impacting Financial Advisors

Skadden, Arps, Slate, Meagher & Flom LLP on 11/30/2018

Over the last few years, significant developments in Delaware law and practice have changed the traditional M&A litigation landscape. These developments resulted in a dramatic reduction in pre-closing applications for...more

"Delaware Law Amendments Would Facilitate Blockchain Maintenance of Corporate Records, Among Other Changes"

Skadden, Arps, Slate, Meagher & Flom LLP on 4/19/2017

On March 27, 2017, the Corporation Law Section of the Delaware State Bar Association (DSBA) approved proposed amendments to the Delaware General Corporation Law (DGCL) that had been proposed by the DSBA Corporation Law...more

2016 Year In Review: Corporate Governance Litigation And Regulation

Cadwalader, Wickersham & Taft LLP on 1/12/2017

2016 saw many notable developments in corporate governance litigation and related regulatory developments. In this article, we discuss significant judicial and regulatory developments in the following areas: Mergers...more

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