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Corporate Misconduct Shareholder Rights

Carey Olsen

Bermuda Court confirms personal right of action of company directors to end wrongful exclusion

Carey Olsen on

In two notable recent judgments, the Bermuda Supreme Court ruled that a director of a Bermuda company was entitled to an interim injunction prohibiting the company and its other directors from improperly excluding him from...more

Allen Matkins

Questioning Delaware's Control Over Controlling Stockholders

Allen Matkins on

Delaware cases dealing with transactions involving controlling stockholders are often concerned with the standard of review to be applied.  See, e.g., Tornetta v. Musk, 250 A.3d 793 (2019).  Some cases engender a different...more

Proskauer - Minding Your Business

Delaware Chancery Holds Early Committee Appointment Necessary to Cleanse Conflict from Corporate Transactions

In Salladay v. Lev, the Delaware Chancery Court elaborated on how early a corporate board must take protective measures to shield a conflicted transaction from entire fairness review. Salladay involved a motion to dismiss a...more

McDermott Will & Schulte

Court of Chancery Expands Stockholder Right to Corporate Books and Records

In a recent post-trial opinion, Vice Chancellor Laster of the Delaware Court of Chancery issued an important decision regarding stockholder books and records demands under Section 220(b) of the Delaware General Corporation...more

White and Williams LLP

Delaware Stockholders Need Only Present Reasonable Inference of Managerial Wrongdoing for Inspection of Company’s Records

White and Williams LLP on

Section 220 of the Delaware General Corporation Law affords stockholders a qualified right to inspect a corporation's books and records. A Section 220 inspection is a powerful stockholder right, and indeed, the Delaware...more

Skadden, Arps, Slate, Meagher & Flom LLP

Delaware Supreme Court Clarifies When Emails Should Be Produced

On January 29, 2019, the Delaware Supreme Court provided guidance to the Court of Chancery regarding the scope of a stockholder’s inspection rights under Section 220 of the Delaware General Corporation Law or similar LLC or...more

Skadden, Arps, Slate, Meagher & Flom LLP

Corwin Doctrine Ruled Inapplicable in Section 220 Litigation

Since the Delaware Supreme Court decided Corwin v. KKR Financial Holdings LLC more than two years ago, there has been an open question as to whether and to what extent the principles affirmed in that decision apply in the...more

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