Shareholders, Fiduciary Duty, Evidence

Anonymous Sources in Newspaper Articles Sufficed to Sustain Credible Evidentiary Basis for Books and Records Demand Investigating...

Morris James LLP on 2/20/2025

Stockholders in a Delaware corporation are entitled to inspect certain of the company’s books and records, under Delaware General Corporation Law Section 220. A prerequisite to inspection is that the stockholder has a proper...more

Delaware Court Of Chancery Rejects Stockholder’s Section 220 Books And Record Demand In Connection With Corporation’s Expression...

A&O Shearman on 7/10/2023

On June 27, 2023, Vice Chancellor Lori W. Will of the Delaware Court of Chancery issued a judgment in favor of a “leading media and entertainment” company with a “substantial presence in Florida” (the “Corporation”),...more

Insights: The Delaware Edition - June 2023

Skadden, Arps, Slate, Meagher & Flom LLP on 6/12/2023

In a case of first impression, the Court of Chancery held recently that officers, like directors, owe their companies a duty of oversight, although the scope of that will vary with their responsibilities. Two other Chancery...more

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

Proskauer - Minding Your Business on 4/7/2020

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

Court of Chancery Expands Stockholder Right to Corporate Books and Records

McDermott Will & Schulte on 1/29/2020

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

"Court of Chancery Provides Guidance on 'Credible Basis' Standard for Obtaining Books"

Skadden, Arps, Slate, Meagher & Flom LLP on 5/8/2017

The Delaware Supreme Court has held that strict adherence to the procedural requirements of Section 220 of the Delaware General Corporation Law “protects the right of the corporation to receive and consider a demand in proper...more