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Delaware Corporate Governance--Views from the Bench

Twitter for Business Litigation Lawyers

ABA Seminar on Delaware Corporate Law and Potentially Increasing Federalization
I am blogging from the ABA Business Law Section Fall Meeting in D.C. This post is the product of the notes taken at the following panel presentation: Federalization of Corporation Law in a Time of Crisis - Which Institutions are Best Able to Improve Corporate Governance and Performance Going Forward. Presented by: Business and Corporate Litigation Committee and The Committee on the Federal Regulation of Securities Moderator: Rolin P. Bissell, Partner, Young Conaway Stargatt & Taylor LLP, Wilmington, DE Speakers: Hon. Myron T. Steele, Chief Justice, Supreme Court of Delaware, Dover, DE Ho

Live Video of Chancery Court Trial in Amirsaleh v. NY Board of Trade
Amirsaleh v. NY Board of Trade.  A short video clip of the trial in this case that is ongoing this week in the Delaware Court of Chancery is available here, courtesy of  www.courtroomview.com  Prior decisions of the Court of Chancery in this case highlighted on this blog are available

Court of Chancery Decides Fiduciary Duty Claims Against LLC Manager and Allows Dissolution Claim to
Lola Cars Int'l Limited v. Krohn Racing, LLC, No. 3379-VCN (Del. Ch. Nov. 12, 2009). This 31-page decision of the Delaware Court of Chancery is chock full of substantive Delaware LLC law that is of practical usefulness for business lawyers and litigators. Key Issues Addressed Dissolution requested by one member of an LLC pursuant to  Section 18-802 of the Delaware LLC Act; Breach of fiduciary duty of an LLC manager and whether pre-suit demand was excused (i.e., was a majority of the LLC's governing body disinterested and independent); Breach of the implied duty of good faith and fair deal

Delaware's Competition for Control of Corporate Governance
Professor Steve Bainbridge writes here about the recent increase in the possibility (risk?) of greater federal encroachment into the governance of the internal affairs of corporations, expanding on the scholarship of Professor Mark Roe that we have previously highlighted here.  As most rea

Court of Chancery Denies Motion for Protective Order for Depositions
In Brandt v. CNS Response, Inc., Nos. 4867 and 4688-CC (Del. Ch. Nov. 12, 2009), read letter decision here, the Court of Chancery denied a motion for protective order that was filed in an effort to prevent depositions of two witnesses in this expedited matter seeking injunctive relief that is scheduled for a trial on December 1. The Court relied on Court of Chancery Rule 26(b)(1) regarding the general scope of allowable discovery, where:  "... it relates to the claim or defense of the party seeking discovery...." The Court was not persuaded by the arguments that depositions were