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

Financial Advisor Engagement Letters: Post-Rural/Metro Thoughts and Observations

Much ink has been spilled discussing the factual and legal underpinnings of the Court of Chancery’s opinions in the Rural/Metro litigation. It seems the phrase “in doing so, they function as a gatekeeper” has attracted more attention over the past year than any other phrase in a Delaware opinion since “the directors of Trans Union breached their fiduciary duty” in Van Gorkom. This... Continue Reading

Benefit Corporations: Good for Shareholders and Stakeholders

In recent weeks, benefit corporations have been in the news. First KickStarter, a well-known funding platform for creative projects, announced that it had amended its charter to become a benefit corporation. Paul Polman, CEO of Unilever announced he was going to work toward bringing Certified B Corporations (which must adopt the benefit corporation structure or its equivalent) to multinationals... Continue Reading

Delaware Bankruptcy Court Adopts the “Time” Approach to Lease Rejection Damages

Recently, Judge Kevin Carey of the United States Bankruptcy Court for the District of Delaware issued the first written opinion in the District of Delaware resolving the “time versus rent” debate and interpreting section 502(b)(6) of the Bankruptcy Code in Delaware, an issue that is important to both debtors and commercial landlords. In In re Filene’s Basement, LLC, 2015 Bankr. LEXIS 1350... Continue Reading

Directed Trusts: Panacea or Plague? (republished)

Directed trusts have become commonplace over the last decade. There are only nine states that haven’t enacted some form of directed statute, and among those, several are considering such legislation. Section 808 of the Uniform Trust Code (UTC) implements the concept, and the Uniform Law Commission recently empanelled a Divided Trusteeship Committee to draft a modern uniform directed trust... Continue Reading

Analysis of the 2015 Amendments to the Delaware General Corporation Law

The 2015 amendments to the Delaware General Corporation Law (the “DGCL”) were recently enacted. The amendments address important policy topics (such as prohibiting charter- or bylaw-imposed “loserpays” fee-shifting provisions for stockholder litigation and expressly permitting charter- or bylaw-imposed exclusive forum selection provisions). The amendments also make certain technical... Continue Reading

2015 Amendments to the Delaware General Corporation Law

Morris Nichols attorneys Jeff Wolters and Dan Matthews contributed an article on 2015 amendments to the Delaware General Corporation Law (DGCL). The authors discuss important changes which include the addition of a prohibition on “fee-shifting” charter and bylaw provisions for stock corporations, express authorization of exclusive forum provisions, amendments confirming that the DGCL provides... Continue Reading


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