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Books & Records Shareholder Rights Delaware

Cadwalader, Wickersham & Taft LLP

No Need to Pile On: Delaware Court of Chancery Rejects LLC Books and Records Demand After Unitholder’s Months-Long Investigation

In a recent decision, Thomas J. Scaramellino v. Arencibia Holdco, LLC, the Delaware Court of Chancery refused to allow the unitholder of a Delaware LLC to access “informal” LLC books and records—email, text messages, Slack,...more

DLA Piper

Amendments to Delaware General Corporation Law Expand Safe Harbor for Controlling Stockholder Transactions and Circumscribe Books...

DLA Piper on

The Governor of Delaware has signed into law Senate Bill 21 (SB 21), which amends certain sections of the Delaware General Corporation Law (DGCL) governing controlling stockholder transactions under DGCL Section 144 and...more

Farrell Fritz, P.C.

DExit Strategy: Delaware’s Books and Records Reset

Farrell Fritz, P.C. on

Stockholders of Delaware corporations for many years have had the right to examine stock ledgers, stockholder lists and “books and records” for a “proper purpose” under Section 220 of the Delaware General Corporation Law. ...more

Perkins Coie

After Threat of Exodus, Delaware Lawmakers Swiftly Respond: Six Things To Know About Recent Amendments to the DGCL

Perkins Coie on

Several recent decisions in Delaware courts have driven a variety of companies to publicly initiate actual or threatened reincorporation out of Delaware. After fallout from these cases and corporate actions, Delaware...more

Patterson Belknap Webb & Tyler LLP

Delaware Enacts Changes to the Delaware General Corporation Law

On March 25, 2025, the Delaware Governor, Matthew Meyer, signed into law Senate Bill 21 (“SB 21”) which amends Sections 144 and 220 of the Delaware General Corporation Law (the “DGCL”). SB 21 codifies (a) the process to...more

Foley & Lardner LLP

Delaware Enacts Significant Changes to Delaware General Corporation Law

Foley & Lardner LLP on

As discussed in Foley’s Corporate Governance Update last month, SB 21: Delaware Responds In The DExit Battle, the Delaware legislature has been moving quickly to ensure that Delaware remains the preeminent home of choice for...more

Perkins Coie

Delaware Significantly Narrows Scope of Stockholder Inspection of Corporate Books and Records

Perkins Coie on

Delaware Governor Matt Meyer signed into law substantive amendments to Section 220 of the Delaware General Corporation Law (Section 220), the statute that allows stockholders of corporations organized under Delaware law to...more

Akin Gump Strauss Hauer & Feld LLP

Delaware Refines and Narrows the Statutory Landscape for Controlling Stockholders and Books & Records Requests

Last week, Delaware approved legislation overhauling the Delaware General Corporation Law (DGCL). As detailed below, the amendments to the DGCL ease certain restrictions applicable to “conflicted controller” transactions, and...more

Montgomery McCracken

Delaware’s SB21: March 2025 Amendments to DGCL Sections 144 and 220

Montgomery McCracken on

Delaware Governor Matt Meyer signed Senate Bill 21 into law on March 26 this year. Setting aside the polarized rhetoric that occasioned the Bill’s proposal and journey through the approval process, it is significant – and...more

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