Mike Halloran of Halloran Farkas + Kittila Has Second Interview with Richard Hsu of HSU Untied Mike Halloran Part 2

Mike Halloran of Halloran Farkas + Kittila Has Second Interview with Richard Hsu of Hsu Untied.

Touring through Traditional Fiduciary Law, the DGCL, Delaware Corporate Law, and Delaware’s Support for Private Ordering with Vice Chancellor Laster

In a recent decision of the Delaware Court of Chancery, the reader is fortunate to be taken on a “tour” by Vice Chancellor J. Travis Laster “through traditional fiduciary law, the DGCL, Delaware corporate law, and Delaware’s support for private ordering” as he examined the validity of a consequential stockholder-level agreement.

HFK and Wolf Haldenstein announce Proposed Settlement in Inter-Marketing Group USA, Inc. v. PAA GP LLC and Plains All American Pipeline, L.P., C.A. No. 2017-0030-PAF.

Please see attached documents including Notice of Pendency of Derivative Action, Proposed Settlement of Derivative Action, Settlement Hearing, and Right to Appear, dated August 16, 2022, and Amended and Restated Stipulation and Agreement of Settlement, Compromise, and Release, dated August 5, 2022.

Directors, Found Not Liable as Directors, May Be Liable as Officers in Suit Brought by Sole Holdout Stockholder

Directors of Delaware corporations cannot be held liable for breaches of the duty of care so long as their corporations’ charters include “exculpation” provisions.

Good-Faith Determinations under the CARES Act Paycheck Protection Program

The American Bar Association is publishing a version of this article on its Business Law Today website.

Acting Manager of LLC Subject to Personal Jurisdiction in Delaware: Case Law Precedents “Not Persuasive

Managers of Delaware limited liability companies can be compelled to appear in Delaware courts if they are either formally named as managers under an LLC’s operating agreement

Accountants Win Dismissal of Claim for Negligent Misrepresentation in Delaware Court of Chancery

Under Delaware law, while it is possible for a third party to state a claim against an auditor for negligent misrepresentation, a recent case shows how high the pleading bar must be.

Stockholders Can Hire Lawyers to Monitor Investments for Potential Litigation: Delaware Court of Chancery Gives Corporate Books to Law Firm Retained by Institutional Investor

stockholder plaintiffs in books-and-records actions under Section 220 of the Delaware General Corporation Law are required to have “substantive involvement” in the litigation

Corporations Cannot Bar Plaintiffs from Bringing Securities Law Claims in State Court: Delaware Court of Chancery Finds Federal-Forum Charter Provisions “Ineffective and Invalid”

Based on a recent Court of Chancery ruling, Delaware corporations cannot adopt charter provisions that require plaintiffs to go to federal court (rather than state court) to assert any claims made under the federal securities laws.

Passengers Will Please Refrain: Delaware Court of Chancery Upholds Contractual Waiver of Statutory Appraisal Rights in a Merger

Until recently, it was unclear whether a stockholder’s statutory right to appraisal of shares following a merger could be waived by contract.