S. Mark Hurd

Partner

(302) 351-9354 T
(302) 498-6202 F

As a co-author of Special Committees of Independent Directors, Mark literally “wrote the book” on special committees.

Mark is a partner in the Corporate & Business Litigation Group and the Firm’s general counsel.  He frequently represents committees of independent directors, including Fortune 500 corporations incorporated outside Delaware, in responding to stockholder demands and derivative litigation.  Mark has assisted clients in successfully defending stockholder claims challenging going private litigation—including the recent acquisition of Dell, Inc.  He has successfully represented clients in statutory actions relating to the governance and valuation of Delaware corporations and regularly provides advice regarding advancement and indemnification obligations under Delaware law.

Mark lectures across the country on issues of corporate governance, including multi-forum litigation.  He is a recognized leader in his field, selected by his peers for inclusion in The Best Lawyers in America in Litigation–Mergers & Acquisitions, Corporate Law and Corporate Governance Law, top-ranked among Delaware Chancery practitioners in Chambers USA: America’s Leading Lawyers for Business, mentioned in The Legal 500 US for M&A litigation defense work, and listed in Delaware Super Lawyers for corporate and business litigation.

Professional Activities

  • American Bar Association (Business Law Section, Committee on Business and Corporate Litigation; Litigation Section, Committee on Class Actions & Derivative Suits)
  • Delaware State Bar Association (Corporation Law Section)

Community Activities

  • The Tatnall School (Board of Trustees)

Representative Matters

  • Successfully argued to the Delaware Supreme Court to reverse the Court of Chancery’s denial of a motion to dismiss filed by the special committee of independent directors of Zhongpin Inc.  The Delaware Supreme Court ruled that regardless of the applicable standard of review, stockholders may avoid dismissal of an action seeking monetary damages against facially independent directors only where the complaint alleges a non-exculpated claim for breach of fiduciary duty, resolving a split in decisions by members of the Delaware Court of Chancery.
  • Served as lead counsel to Intervest Bancshares Corp. and its directors in successful defense and settlement of an action filed in the Supreme Court of the State of New York, County of New York, challenging the $230 million merger of Intervest with Bank of the Ozarks, Inc.
  • Successfully represented Lord Baltimore Capital Corporation in resisting claims by minority stockholders to compel a repurchase by the company of the stockholders’ shares.  Obtained dismissal and summary judgment without discovery, which were affirmed on appeal.
  • Successfully represented the special committee of Dell, Inc. in connection with stockholder challenges to the going-private acquisition of the company.
  • Represented special committees of two Fortune 200 corporations incorporated outside Delaware, and a NASDAQ-listed Delaware corporation, in rejecting stockholder demands related to alleged violations of the Foreign Corrupt Practices Act, breaches of fiduciary duty, and violations of the securities laws.  Stockholders’ counsel decided against filing litigation.  Voluntarily dismissed the claims.
  • Successfully represented a group of limited partners in obtaining judicial confirmation that they had validly removed the managing partner of two Delaware limited partnerships.
  • Defended Alloy, Inc. and a majority of its directors in a class action challenging a going-private transaction by successfully opposing expedited proceedings and later obtaining a dismissal of those claims.
  • Successfully represented minority stockholder in appraisal litigation arising out of a cash-out merger in a privately-held beverage distribution company in which the corporation had offered the stockholder less than $5.5 million.  After trial, the court awarded a total value, with interest, of approximately $40.8 million.
  • Defended two directors of The Walt Disney Company in derivative litigation challenging severance benefits paid to Michael Ovitz.  The matter was tried to a defense judgment and affirmed on appeal.

News

31 Morris Nichols Attorneys Listed in The Best Lawyers in America® 2017

Wilmington, DE (August 15, 2016) – Thirty attorneys from Morris, Nichols, Arsht & Tunnell LLP were selected for inclusion in the 2017 edition of The Best Lawyers in America®.  The results are based on peer-review evaluations from more than 79,000 eligible attorneys. Six firm attorneys earned “Lawyer of the Year” designations (noted... Continue Reading

The Legal 500 Recognizes Morris Nichols as a Leading M&A Law Firm

Wilmington, DE (June 15, 2016) – Morris, Nichols, Arsht & Tunnell LLP has been ranked as a leading M&A law firm in The Legal 500 United States 2016. Now in its tenth edition, the U.S. guide organizes various practice areas into a single national ranking to highlight firms with a national presence in sophisticated and complex... Continue Reading

Chambers USA 2016 Ranks Morris Nichols Band 1 in Four Delaware Practice Areas; 25 Morris Nichols Attorneys Recognized Among the Best in Delaware

Wilmington, DE (May 27, 2016) – The 2016 edition of Chambers USA: America’s Leading Lawyers for Business again ranked Morris, Nichols, Arsht & Tunnell LLP as a Band 1 law firm in the Delaware categories for Bankruptcy/Restructuring, Chancery, Corporate M&A & Alternative Entities, and Intellectual Property. Twenty-five Morris... Continue Reading

17 Morris Nichols Attorneys Selected for Inclusion in 2016 Delaware Super Lawyers

Wilmington, DE (May 13, 2016) – Seventeen Morris Nichols attorneys have been selected for inclusion to the 2016 Delaware Super Lawyers list.  Jack B. Blumenfeld was named to the “Top 10” list for Delaware.  In addition, attorneys Eric S. Klinger-Wilensky, D. McKinley (Mac) Measley, Curtis S. Miller, and Matthew R. Clark were recognized as... Continue Reading

30 Morris Nichols Attorneys Listed in The Best Lawyers in America® 2016

Wilmington, DE (August 17, 2015) – Thirty attorneys from Morris, Nichols, Arsht & Tunnell LLP were selected for inclusion in the 2016 edition of The Best Lawyers in America®. The results are based on peer-review evaluations from more than 79,000 eligible attorneys. Jack B. Blumenfeld was named the Best Lawyers® 2016... Continue Reading

The Legal 500 Ranks Morris Nichols as a Leading M&A Firm in the United States

Wilmington, DE (June 3, 2015) – Morris, Nichols, Arsht & Tunnell LLP has been ranked as a leading M&A law firm in The Legal 500 United States 2015. Now in its ninth edition, the U.S. guide organizes various practice areas into a single national ranking. “Only a small number of firms in the United States have a truly national... Continue Reading

Chambers USA 2015 Ranks 23 Morris Nichols Attorneys and 4 Practice Groups Among the Best in Delaware

Wilmington, DE (May 19, 2015) – The 2015 edition of Chambers USA: America’s Leading Lawyers for Business ranked Morris, Nichols, Arsht & Tunnell LLP as a Band 1 law firm in the Delaware categories for Bankruptcy/Restructuring, Chancery, Corporate M&A & Alternative Entities, and Intellectual Property. Twenty-three... Continue Reading

16 Morris Nichols Attorneys Selected for Inclusion in 2015 Delaware Super Lawyers

Wilmington, DE (May 15, 2015) – Sixteen Morris Nichols attorneys have been selected for inclusion to the 2015 Delaware Super Lawyers.  Jack B. Blumenfeld was named to the “Top 10” list for Delaware.  In addition, attorneys Eric S. Klinger-Wilensky, Curtis S. Miller and Matthew R. Clark were recognized as 2015... Continue Reading

28 Morris Nichols Attorneys Listed in The Best Lawyers in America® 2015

Wilmington, DE (August 18, 2014) – Twenty-eight attorneys from Morris, Nichols, Arsht & Tunnell were selected for inclusion in the 2015 edition of The Best Lawyers in America®. The results are based on peer-review evaluations from more than 50,000 attorneys. Two partners received special recognition as 2015 Delaware Lawyer of the... Continue Reading

17 Morris Nichols Attorneys Selected For Inclusion in Super Lawyers- Delaware Edition 2014

Wilmington, DE (May 19, 2014) – 17 Morris Nichols attorneys have been selected for inclusion in Super Lawyers - Delaware Edition 2013. Jack Blumenfeld and A. Gilchrist Sparks, III, were named to the Best of the Best Top 10 Delaware Super Lawyers list. In addition, attorneys Eric Klinger-Wilensky and Curtis Miller were recognized as 2014... Continue Reading

Chambers USA 2014 Names 21 Morris Nichols Attorneys and 4 Practice Groups as Best in Delaware

Wilmington, DE (May 23, 2014) – The 2014 edition of Chambers USA: America’s Leading Lawyers for Business today ranked twenty-one Morris Nichols’ attorneys and four practice groups as best in Delaware.  Chambers annually conducts in-depth interviews of commercial users of legal services to assess the strengths and reputations... Continue Reading

2014 Chambers USA Directory Ranks 21 Morris Nichols Attorneys as 'Leaders in their Field"

Wilmington, DE (March, 2014) – The Firm congratulates its 21 attorneys who will be included in the 2014 Chambers USA “Leaders in their Field” legal directory by Chambers & Partners. Several practices and lawyers are recognized in more than one area. Delaware A Gilchrist Sparks III, Chancery & Corporate /M&A Derek... Continue Reading

Morris Nichols Alert Featured on Harvard Law School Forum on Corporate Governance and Financial Regulation

Wilmington, DE (November 11, 2013) – Morris Nichols' Delaware Alert: A Third Circuit Panel Strikes Down the Court of Chancery's Confidential Arbitrations was featured on the Harvard Law School Forum on Corporate Governance and Financial Regulation, November 8, 2013. The Alert provides an analysis of a three-judge panel of the U.S. Court of... Continue Reading

Morris Nichols Attorneys Named to 2014 Best Lawyers in America - 60 Practice Specialty Selections; 22 Top-Listed Practice areas; 5 Delaware Lawyers of the Year

Wilmington, DE (August 21, 2013) – Morris Nichols is pleased to announce that two thirds of the firm's partnership have been selected for inclusion in the 2014 edition of The Best Lawyers in America.  The firm was noted for 60 individual specialty selections, 22 "Top-Listed" practice specialties, and five individual 2014 Delaware Lawyers... Continue Reading

22 Morris Nichols Attorneys Selected for Inclusion in Super Lawyers - Delaware Edition 2013

Wilmington, DE (May 23, 2013) – 22 Morris Nichols attorneys have been selected for inclusion in Super Lawyers - Delaware Edition 2013.  Rick Alexander and A. Gilchrist Sparks, III, were named to the Best of the Best Top 10 Delaware Super Lawyers list. Super Lawyers is a rating service of outstanding lawyers from more than 70 practice... Continue Reading

Chambers USA 2013 Names 17 Morris Nichols Attorneys and 4 Practice Groups as Best In Delaware

Wilmington, DE (May 24, 2013) – The 2013 edition of Chambers USA: America’s Leading Lawyers for Business today ranked seventeen Morris Nichols’ attorneys and four practice groups as best in Delaware.  Chambers annually conducts in-depth interviews of commercial users of legal services to assess the strengths and reputations... Continue Reading

28 Morris Nichols Attorneys Named to The Best Lawyers in America 2013

Wilmington, DE (August 31, 2012) – 28 Morris Nichols attorneys have been named to The Best Lawyers in America 2013 in twenty two practice areas. Morris Nichols lawyers were selected for outstanding reputations and distinguished work in their practice areas based on a confidential peer-review survey of the top attorneys in the country, according... Continue Reading

Chambers USA 2009 Names 20 Morris Nichols Attorneys and Five Practice Groups as Best in Delaware

Wilmington, DE – June 12, 2009 – The 2009 edition of Chambers USA:  America’s Leading Lawyers for Business today ranked twenty Morris Nichols’ attorneys and five practice groups as best in Delaware. Chambers annually conducts in-depth interviews of commercial users of legal services to assess the strengths and... Continue Reading

Mark Hurd Quoted on Front Page of International Financial Law Review Analysis of AIG, In Re Citigroup Decisions

Wilmington, DE – March 5, 2009 – Morris Nichols corporate and business litigation partner S. Mark Hurd was quoted in a front page article published by the International Financial Law Review that focused on the Delaware Chancery Court decisions AIG and In Re Citigroup. In Delaware courts clear Citigroup and AIG, Mark provided... Continue Reading

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