Tag: Corporate & Business Litigation

Delaware Supreme Court Holds Federal Forum Selection Provisions for Claims Arising Under the Securities Act of 1933 Are Facially Valid

On March 18, 2020, the Delaware Supreme Court issued an important opinion holding that federal forum selection provisions adopted by Delaware corporations requiring that stockholders file actions arising under the Securities Act of 1933 (“1933 Act”) in federal court—and not state court—are facially valid. In so doing, the Delaware Supreme Court reversed the Court of Chancery’s decision... Continue Reading

The Equitable Powers of the Bankruptcy Court

Morris Nichols attorney Emily Bryant-Álvarez co-authored a paper with Judge Michelle Harner on the equitable powers of the bankruptcy court. The piece debuted in Fall 2019 at the Annual National Conference of Bankruptcy Judges as part of the program, “Equitable Powers of the Bankruptcy Court 40 Years After the Enactment of the Bankruptcy Code.”.. Continue Reading

Litigating Appraisal Actions: Key Issues and Considerations

Statutory appraisal remedies allow stockholders who believe they have received inadequate consideration in certain transactions, such as mergers or consolidations, to obtain a judicial determination of the fair value of their shares. Over the years, courts, litigants, and experts alike have grappled with how to make an appropriate fair value determination. To marshal the evidence necessary to most... Continue Reading

Derivative Lawsuits

Morris Nichols partner RJ Scaggs is coauthor of the Bloomberg BNA Corporate Practice Series Portfolio, Derivative Lawsuits.  The recently revised treatise, updated on a roughly biennial basis, explores all facets of derivative litigation.  The portfolio begins by distinguishing between direct and derivative claims and goes on to discuss some common requirements for derivative complaints.  The... Continue Reading

Responding to a Complaint: Delaware

A Q&A guide to responding to a complaint in a trial court of general jurisdiction in Delaware. This Q&A addresses the time to respond, extending the time to respond, pre-answer motions, answers, replies to the answer, counterclaims, crossclaims, third-party claims (also known as impleader) and defensive interpleader. Answers to questions can be compared across a number of jurisdictions... Continue Reading

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