The fusillade of learned commentary on recent developments in Delaware corporate law, known colloquially as SB 21, continues apace. The Delaware Legislature passed legislation in March that statutorily defines controlling shareholder and director independence, via an amendment to DGCL Section
Latest from Delaware Corporate & Commercial Litigation Blog
Chancery Denies Motion to Strike Part of Pleading
A recent Delaware Chancery decision is notably for its pithy resolution regarding a rarely used but important procedural rule that, in theory, has wide application. In ZAGG v. Keogh, C.A. No. 2023-1275-KSJM (Del. Ch. May 8, 2025), the court
Chancery Allows SJ Motion on Director Independence Issue
A recent Delaware Court of Chancery decision might carry more impact than its short length might otherwise suggest. In the matter styled In Re Fox Corporation Derivative Litigation, C.A. No. 2023-0419-BWD (Del. Ch. April 28, 2025), the court determined that
Recent Chancery Decision Rejects Appraisal Action Filed to Seek Books and Records
A recent Chancery decision with a somewhat quirky procedural context is notable for its analysis of a Section 262 appraisal suit as being an inappropriate vehicle to seek books and records discovery. In Barkan v. Exabean, Inc., C.A. No.
Third Edition of National Law Review’s Delaware Corporate and Commercial Law Monitor
Recently I was asked to be the Editor-in-Chief of the National Law Review‘s new publication called Delaware Corporate and Commercial Law Monitor. (This role will be in addition to my full-time practice and maintaining this blog, as well as
Chancery Rejects ‘Controlling Mindset’ for Demand Futility Argument
In a recent Chancery decision involving challenges to executive compensation, Eckert v. Hightower, C.A. No. 2024-0569-MTZ (Del. Ch. March 24, 2025), the court reiterates the basic standards that determine if allegations can survive a motion to dismiss when the
Chancery Recites Fundamental Case Management Principles
For those litigators who toil in the vineyards of pre-trial disputes over case management, and positioning issues for trial, a recent Chancery ruling is a useful tool that deserves a place in the litigator’s toolbox. The letter ruling captioned as
Chancery Finds No Reason for Sears Controller’s Separate Appeal of Damages Ruling
Frank Reynolds, who has been covering Delaware corporate decisions for various national publications for over 40 years, prepared this article.
The Court of Chancery recently recommended that the Delaware Supreme Court deny a quick interlocutory appeal of its decision that
Big Change to Delaware Corporate Statute
The Delaware Governor signed legislation last night that makes big changes to Delaware corporate law. The new law amended the corporate statute to create a definition for “controlling shareholder” and “disinterested director” as well as adding new prerequisites before a
Chancery Grants Motion to Expedite; Denies TRO Motion in Merger Challenge
A recent Chancery decision deserves a place in the toolbox of corporate litigators for its nuanced approach that highlights the difference in criteria between a Motion to Expedite Proceedings and the similar but materially different standard applied to a Motion