Amendments to the District of Delaware Local Rules

The District of Delaware has issued Amendments to the District of Delaware Local Rules (the “Amendments”) that will go into effect on August 1, 2016.  Although most of the modifications are cosmetic, we address here the more significant changes which include the “reasonable effort” definition for meet and confer, exemptions for bankruptcy appeals, objections to Magistrate Judge rulings,... Continue Reading

Recent Case Addresses LLC Managers’ Authority to Delegate

7.12.2016 - Client Alerts - Commercial

The Delaware Court of Chancery recently issued an important opinion addressing the ability of managers of a limited liability company to delegate to non-managers. The opinion in Obeid v. Hogan, CA. No. 11900-VCL (Del. Ch. Jun. 10, 2016), illustrates the importance of careful drafting in alternative entity governance documents. Particularly, drafters should consider (1) whether they intend to... Continue Reading

The Capital Markets and Benefit Corporations

In 2010, Maryland became the first state in the United States to adopt a benefit corporation statute, and since then 31 U.S. jurisdictions (along with Italy) have followed suit. In 2013, Delaware, the leading jurisdiction for incorporating in the United States, adopted its own version, authorizing “public benefit corporations.” In this short time frame, more than 3,600 companies have been... Continue Reading

Unclaimed Property―Voluntary Disclosure Agreements

A voluntary disclosure agreement program, also known as a VDA, is a program through which a holder can report on a voluntary basis its overdue unclaimed property. Commonly offered by states to encourage holders to come into compliance with their unclaimed property reporting obligations, most VDA programs offer valuable benefits frequently unavailable to holders undergoing the more traditional... Continue Reading

Delaware District Court Rules That Delaware’s Unclaimed Property Audit Process Violates Substantive Due Process Constitutional Rights

On June 28, 2016, the United States District Court for the District of Delaware issued an opinion in the case of Temple-Inland, Inc. v. Cook, Civ. No. 14-654-GMS, granting in part and denying in part cross motions for summary judgment filed by the State of Delaware (the “State”) and Temple-Inland, Inc. (the “Company”). Significantly, the Court granted the Company’s claims that the... Continue Reading

Public Benefit Corporations

A new form of corporate governance — the benefit corporation model — has been adopted in 31 U.S. jurisdictions, including Delaware, and on the international scene. Benefit corporation statutes allow corporations to opt into a governance model that requires directors to balance the interests of all stakeholders — stockholders, employees, customers, and the public — when making decisions.... Continue Reading

Yes PPLIease! A New Day for Private Placement Life Insurance Planning in Delaware

Delaware’s House and Senate have recently passed a bill that amends Section 702 of Title 18, which pertains to the State’s premium tax on life insurance policies issued in Delaware. The bill adds new Subsection 702(c)(3) to the Section, providing that the premium tax on private placement life insurance (“PPLI”) policies delivered in the State of Delaware shall be 2.0% on the first $100,000... Continue Reading


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