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Breach of Duty Appeals Corporate Counsel

Vinson & Elkins LLP

Delaware Supreme Court Sets High Bar for Counterparty Aiding and Abetting Liability in M&A Deals

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The Delaware Supreme Court’s June 17, 2025 decision in In re Columbia Pipeline Group Merger Litigation reversed a $199 million damages award against TC Energy for aiding and abetting breaches by fiduciaries of Columbia...more

Jackson Lewis P.C.

Sixth Circuit Affirms Dismissal of Excessive Fee Case Against DENSO International

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The Sixth Circuit recently granted an employer win in an ERISA excessive fee case when it affirmed the dismissal of a proposed class action brought by current and former employees of DENSO International America, Inc., a...more

Littler

Littler Lightbulb – May Employment Appellate Roundup

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Fourth Circuit Dismisses White Employee’s Race, Gender, and Retaliation Claims - Barnhill v. Pamela Bondi, __ F.4th __ (4th Cir. May 15, 2025) involved claims by a white Department of Justice Drug Enforcement Administration...more

McDermott Will & Schulte

A Light in the Dark: Seventh Circuit Helps Clarify New Pleading Standards for 401(k) Fee Cases

A recent US Court of Appeals for the Seventh Circuit case supplies answers to many questions left open in 401(k) fee litigation cases after the US Supreme Court’s ruling earlier this year in Hughes v. Northwestern University....more

Sheppard Mullin Richter & Hampton LLP

California Court of Appeal Holds that a Corporation’s Direct Cause of Action for Breach of Fiduciary Duty is Legal Rather than...

In ZF Micro Solutions, Inc. v. TAT Capital Partners, Ltd., 2022 WL 4090879 (Cal. App. Aug. 8, 2022), the Fourth Appellate District of the California Court of Appeal decided, as a matter of first impression, that a...more

Genova Burns LLC

Potential Harm Enough For Class Action to Proceed in Data Breach Litigation

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The Third Circuit Court of Appeals has given new life to a putative class action suit led by a former employee of a company that suffered a ransomware attack, leading to her sensitive information being released onto the Dark...more

Fisher Phillips

SCOTUS ERISA Ruling May Open Floodgates For Increased Lawsuits

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In a unanimous decision, the Supreme Court just declined to limit the timeframe in which disgruntled employees could bring suit challenging the investment decisions made by plan fiduciaries. While the Employee Retirement...more

Skadden, Arps, Slate, Meagher & Flom LLP

Recent Trends in Books and Records Litigation

Recently, the frequency of stockholder demands to inspect corporate books and records pursuant to Section 220 of the Delaware General Corporation Law has increased. In turn, the case law concerning Section 220 demands is...more

Patton Sullivan Brodehl LLP

An LLC’s Attorney Represents the LLC’s Members Too, Right?

Not long ago, The LLC Jungle posted an article addressing the perils of attorney representation of an LLC with two equal “co-managing members.”  See Why Having “Co-Managers” for Your LLC is a Terrible Idea. This post...more

Littler

Striking Down Decades-Old Precedent, Ninth Circuit Rules That ERISA Breach of Fiduciary Duty Claims May Be Arbitrated

Littler on

On August 20, 2019, a three-judge panel of the U.S. Court of Appeals for the Ninth Circuit issued an opinion in Dorman v. Charles Schwab Corp., overturning its 1984 position in Amaro v. Continental Can Co. that lawsuits filed...more

Skadden, Arps, Slate, Meagher & Flom LLP

Skadden's 2019 Insights: Key Delaware Corporation Law Developments

The Delaware courts issued a number of significant decisions in 2018 that are likely to have ripple effects throughout 2019. Among them were a series of cases that further developed the parameters of the Corwin and MFW...more

Farrell Fritz, P.C.

Top Ten Business Divorce Cases of 2018

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I’m very pleased to present my 11th annual list of this past year’s ten most significant business divorce cases. This year’s list includes four important appellate decisions, including one likely to stand as a landmark...more

Akin Gump Strauss Hauer & Feld LLP

Delaware Supreme Court Reins in Stockholder Ratification of Director Compensation

• Directors were not entitled to stockholder ratification defense where stockholders only approved the general parameters of director and employee bonuses • This marks the first time in nearly 60 years that Delaware’s...more

Mintz - Privacy & Cybersecurity Viewpoints

Appeal in Home Depot Data Breach Derivative Action Results in Settlement of Corporate Governance Claims

Snatching victory of a sort from the jaws of defeat, shareholders who brought a derivative action alleging that the 2014 Home Depot data breach resulted from officers’ and directors’ breaches of fiduciary duties have reached...more

Skadden, Arps, Slate, Meagher & Flom LLP

"New York Appellate Court Sets New Standard for Approving Nonmonetary and 'Disclosure-Only' Settlements"

It has become a common phenomenon for the announcement of a significant merger transaction to be quickly followed by shareholder class action or derivative litigation challenging the terms of the transaction and the accuracy...more

Smith Anderson

Exculpatory Provisions Provide Powerful Protection for Independent Directors

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The Delaware Supreme Court recently issued an important decision clarifying the standards that govern claims for money damages against independent directors of corporations whose charters contain exculpatory provisions. ...more

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