Client Alerts

Delaware Corporation Law Section Approves Amendments to Delaware’s Alternative Entity Acts

3.29.2017 - Client Alerts - Commercial

On Monday, March 27, 2017, the Corporation Law Section of the Delaware State Bar Association approved amendments to the Delaware Limited Liability Company Act, 6 Del. C. §§ 18-101 et seq. (the “DLLCA”), the Delaware Revised Uniform Limited Partnership Act, 6 Del. C. §§ 17-101 et seq. (the “DRULPA”), and the Delaware Revised Uniform Partnership Act, 6 Del. C. §§ 15-101 et seq. (the... Continue Reading

Delaware Bankruptcy Court Releases 2017 Local Rule Amendments

On February 1, 2017, the United States Bankruptcy Court for the District of Delaware (the “Delaware Bankruptcy Court”) released the 2017 version of the Local Rules for the United States Bankruptcy Court District of Delaware (Effective February 1, 2017) (the “Local Rules”). As a courtesy to our clients and friends, the Morris Nichols Business Reorganization & Restructuring Group has... Continue Reading

District of Delaware Judge Robinson Takes Senior Status, Leading to Changes in Case Assignment Practices

On February 3, 2017, the United States District Court for the District of Delaware announced that with the celebration of her birthday today, Judge Sue L. Robinson has officially become a Senior United States District Court Judge.  With Judge Robinson’s senior status, the Court has modified certain case assignment practices... Continue Reading

Major Changes to Delaware’s Unclaimed Property Practices Underway, as Governor Signs Senate Bill 13 into Law

On February 2nd, 2017, Governor John Carney signed into law Senate Bill 13 (“S.B. 13”) which rapidly passed through both the Delaware Senate on January 19th, and the Delaware General Assembly on January 26th. S.B. 13, which is a major overhaul of Delaware’s unclaimed property statute, remains largely unchanged from the version that was introduced in the Senate, retaining the dual aims of... Continue Reading

Major Reforms Proposed in Unclaimed Property Legislation Introduced in Delaware Senate

Senate Bill 13, cosponsored by Senator Bryan Townsend and Representative Bryon Short, on January 12, 2017, is a major overhaul of Chapter 11, Title 12 of the Delaware Code, Delaware’s unclaimed property statute, and is aimed at both updating Delaware law in light of the 2016 Revised Uniform Unclaimed Property Act (“RUUPA”) developed by the Uniform Law Commission and at addressing certain... Continue Reading

Analysis of DING Trust Rulings PLR 201426014 and PLR 201642019

PLR 20146014 addressed all of the rulings relevant to the tax structure of a so-called DING trust, except that there is one major factual difference upon which the IRS ruled. In that ruling, if Child 1 and Child 2 are no longer serving as the Distribution Committee, or if there are fewer than two members of the Distribution Committee serving, then all of the trust property would be distributed... Continue Reading

Constitutional Challenge to Delaware’s Unclaimed Property Law Dismissed on Standing/Ripeness Grounds

On August 16, 2016, the United States District Court for the District of Delaware issued an opinion in the case of Plains All American Pipeline, L.P. v. Cook, Civ. No. 15-468-RGA, granting defendants’ motions to dismiss federal Constitutional challenges to Delaware’s unclaimed property law for lack of subject matter jurisdiction where plaintiff failed to demonstrate that it had standing to... Continue Reading

Trust Act 2016 Legislative Update

On July 29, 2016, Delaware’s Governor, Jack Markell, signed new trust legislation into law that modifies Delaware’s nonjudicial settlement agreement (“NJSA”) statute, 12 Del. C. § 3338, to expand the utility and availability of Delaware NJSAs, and adds a new statute, 12 Del. C. §3342, that provides for modification of trusts if the trustor is living, upon consent or non-objection of all... Continue Reading

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

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