Chancery Opinion Provides a Roadmap to Discovery Rules and Obligations

By | Delaware Chancery Law Blog | March 15, 2017
In the recent decision of In re Oxbow Carbon LLC Unitholder Litig., Consol. C.A. No 12447-VCL (Del. Ch. March 13, 2017), Vice Chancellor Laster provides a comprehensive review of pretrial discovery rules before the Delaware Court of Chancery.  This opinion is an excellent roadmap for conducting discovery in Delaware, and contains a treasure-trove of citations, authorities and maxims that would aid any Chancery practitioner. View Full Post
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Cal Dive Offshore Contractors, Inc. Preference Actions Filed

On March 2, 2017, Cal Dive Offshore Contractors, Inc. (“Cal Dive” or “Debtor”) filed approximately 136 complaints seeking the avoidance and recovery of allegedly preferential and/or fraudulent transfers under Sections 547, 548 and 550 of the Bankruptcy Code. Cal Dive and its affiliated debtors filed voluntary petitions for bankruptcy in the U.S. View Full Post
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Books and Records Demand Denied for Lack of Standing

By | Delaware Chancery Law Blog | March 3, 2017
Under Section 220 of the Delaware General Corporation Law (“DGCL”), only stockholders or directors have standing to make a demand to inspect a Delaware corporation’s books and records.  What happens if, after a books and records demand is made upon the corporation, but before an action is commenced before the Court of Chancery, the stock of the demanding stockholder is extinguished through a merger?   View Full Post
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Books and Records Demand Played Role in Selection of Lead Counsel

By | Delaware Chancery Law Blog | March 1, 2017
In selecting lead counsel for a stockholder derivative litigation, the Court of Chancery applies the factors set forth under Hirt v. U.S. Timberland Service Co., 2002 WL 1558342 (Del. Ch. July 3, 2002).  These factors are as follows: the “quality of the pleading that appears best able to represent the interests of the shareholder class and derivative plaintiffs;” the relative economic stakes of the competing litigants in the outcome of the lawsuit (to be accorded “great weight”); the willingness and ability of all the contestants to litigate vigorously on behalf of an entire class of shareholders; the absence of any conflict between larger, often institutional, stockholders and smaller stockholders; the enthusiasm or vigor with which the various contestants have prosecuted the lawsuit; and [the] competence of counsel and their access to the resources necessary to prosecute the claims at issue. View Full Post
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