“The dominance of Delaware in entity formations, especially corporations, is well known. But why is this the case, what goes into making – and keeping – the “Delaware Brand?” Delaware is a small state, we have less than one million people and are the second smallest geographically, yet we are the home of more than 60% of the Fortune 500. We are the clear jurisdiction of choice for the... Continue Reading

Morris Nichols partners Robert J. Dehney and Matthew B. Harvey co-authored a book chapter, “Seeing the Future: The Case of Seegrid Corporation” in Global Restructuring Review’s new book The Art of the Pre-Pack... Continue Reading

Morris Nichols partners Lou Hering, David Harris, and Jason Russell are coauthors of the Bloomberg BNA Corporate Practices Series Portfolio, Limited Liability Companies: Legal Aspects of Organization, Operation, and Dissolution. Morris Nichols attorneys Sean Sullivan and Melanie Young are also acknowledged for their significant contributions... Continue Reading

In its 2019 session, the Delaware legislature passed a number of amendments to the Delaware General Corporation Law and the Delaware “alternative entity” statutes—the Delaware Limited Liability Company Act, the Delaware Revised Uniform Limited Partnership Act, and the Delaware Revised Uniform Partnership Act... Continue Reading

In June, Delaware enacted its latest installment of annual trust legislation. Trust Act 2019 includes many revisions and clarifications, but two new statutes, Sections 3343 and 3344 of Title 12 of the Delaware Code, represent material advancements in the law. Both statutes grant new trust powers that will help trustees and beneficiaries effectuate a trust’s purpose and maximize administrative... Continue Reading

The DLLCA is amended annually to ensure that it is the preeminent statute governing LLCs and to ensure that the DLLCA addresses the needs of practitioners and persons using the LLC form, including the needs of M&A practitioners.  The amendments that took effect on August 1, 2019 provide for creation of “registered series” (Amendments), among other things. A registered series is... Continue Reading

Congress designed Chapter 11 to be flexible to promote the twin goals of rehabilitating distressed businesses and maximizing stakeholder returns.1 Several recent decisions from the U.S. Bankruptcy Court and District Court for the District of Delaware highlight how Chapter 11’s inherent flexibility promotes these goals. These decisions include: allowing “horizontal gifting” of an... Continue Reading

The U.S. Supreme Court will soon render a decision that could have a significant impact on the manner in which some states tax income accumulated in nongrantor trusts.  The case pending before the U.S. Supreme Court, North Carolina Dep’t of Revenue v. The Kimberley Rice Kaestner 1992 Family Trust (No. 18-457), involves a North Carolina statute that assesses a tax upon the undistributed income... Continue Reading