Delaware Court of Chancery Decisions 2015
Date: December 31, 2015
Docket Number: CA 7939-VCG
Date: December 30, 2015
Docket Number: CA 9978-CB
Date: December 29, 2015
Docket Numbers: CA 7639-VCN, CA 7668-VCN, CA 7639-VCN -, CA -
Date: December 29, 2015
Docket Number: CA 8514-VCN
Justia Opinion Summary: VTB Bank, a Ukranian bank and company, brought this lawsuit against Development Max, LLC, a Delaware limited liability company, and Navitron Projects Corp., a Panamanian corporation and managing member of Development…
Date: December 23, 2015
Docket Number: CA 9984-VCN
Justia Opinion Summary: Plaintiffs were members of New Media Investors II-B, LLC, which was established as a vehicle for investing in Jenzabar, Inc. In 2004, Jenzabar was recapitalized, and New Media received junior preferred stock and…
Date: December 22, 2015
Docket Number: CA 10635-VCG
Date: December 21, 2015
Docket Number: CA 10635-VCG
Date: December 21, 2015
Docket Number: CA 6473-ML
Justia Opinion Summary: Petitioner filed a petition to disinter the body of her daughter, believing Respondent, her daughter’s widower, murdered her daughter. Petitioner sought evidence to substantiate this belief via the disinterment and a…
Date: December 17, 2015
Docket Number: CA 10381-VCG
Date: December 16, 2015
Docket Number: CA 11053-VCL
Date: December 10, 2015
Docket Numbers: CA 11189-VCG, CA #11189-VCG, CA # 11189-VCG
Date: December 8, 2015
Docket Number: CA 10442-ML
Date: December 4, 2015
Docket Number: CA 11059-VCL
Date: December 3, 2015
Docket Number: CA 10596-VCN
Justia Opinion Summary: This case involved a dispute between Plaintiffs, Rexas Inc., Rexam PLC, and Rexas Overseas Holdings Ltd. (“Rexam”), and Defendant Berry Plastics Corp. (“Berry”) over the risks of potential pension liability. In 2014,…
Date: December 2, 2015
Docket Number: CA 10484-VCG
Date: December 2, 2015
Docket Number: CA 7141-VCL
Justia Opinion Summary: In 2010, El Paso Corporation (“El Paso Parent”) sold member interests in three limited liability companies to El Paso Pipeline Partners, LP (“El Paso MLP”). At the time of the sale, El Paso Parent controlled El Paso MLP…
Date: November 30, 2015
Docket Numbers: CA 10430-VCG, CA # 10430-VCG
Date: November 30, 2015
Docket Number: CA 8213-MA(VCN)
Date: November 25, 2015
Docket Number: CA 11483-VCN
Justia Opinion Summary: In this case, the parties contested control of certain assets. Plaintiffs brought this action against Defendants for breach of a partnership agreement, breach of the covenant of good faith and fair dealing, equitable…
Date: November 24, 2015
Docket Number: CA 10127-VCL
Justia Opinion Summary: At issue in this case was the sale of a portfolio company, Double E Parent LLC, by Prairie Capital III, LP and Prairie Capital III, private equity funds. The buyer was Double E Holding Corp. (“Buyer”), an acquisition…
Date: November 24, 2015
Docket Number: CA 6473-ML
Date: November 20, 2015
Docket Number: CA 11321-VCN
Justia Opinion Summary: Plaintiffs - George Polk, Tulum Management USA LLC, and RED Capital Investments LP - brought this action on behalf of nominal defendant RED Parent LLC against Defendants - certain members of the RED Parent Board of…
Date: November 19, 2015
Docket Number: CA 8897-VCG
Date: November 3, 2015
Docket Number: CA 8599
Date: October 30, 2015
Docket Number: CA 10605-VCP
Date: October 29, 2015
Docket Number: CA 9388-VCP
Justia Opinion Summary: Plaintiffs filed a complaint alleging that Merrill Lynch aided and abetted Director Defendants in the breach of their fiduciary duty of care. The Court of Chancery issued a memorandum opinion denying Merrill Lynch’s…
Date: October 28, 2015
Docket Number: CA 9745-CB
Justia Opinion Summary: In this derivative action, Plaintiff, a Facebook, Inc. stockholder, challenged the 2013 decision of Facebook’s board of directors to approve compensation for its outside, non-management directors, who comprised six of…
Date: October 26, 2015
Docket Number: CA 9742-VCL
Date: October 22, 2015
Docket Number: CA 10042-VCP
Justia Opinion Summary: In this action under 8 Del. C. 205 and 225, the Court of Chancery was asked to determine the outcome of an annual election of directors based on its resolution of disputes over whether certain shares of stock were…
Date: October 22, 2015
Docket Number: CA 10612-VCP
Justia Opinion Summary: This was an advancement proceeding based on related litigation before the Court of Chancery under 8 Del. C. 205 and 225 and an action in California. At issue in this matter was whether a former director and officer of a…
Date: October 21, 2015
Docket Number: CA 8900-VCG
Date: October 20, 2015
Docket Number: CA 6990-VCL
Date: October 20, 2015
Docket Number: CA 8261-VCN
Justia Opinion Summary: This action arose from Selling Source, LLC’s acquisition of assets from Interpid Investments, LLC. Intrepid sought an order requiring Selling Source to pay it thirty percent of the aggregate distributions disbursed in…
Date: October 15, 2015
Docket Number: CA 8092-VCP
Date: October 9, 2015
Docket Number: CA 8024-ML
Date: October 7, 2015
Docket Number: CA 10847-VCL
Justia Opinion Summary: In 2015, Red Clay Consolidated School District (Red Clay) sought approval from voters to increase certain school-related property taxes. The referendum passed. Plaintiffs were residents of Red Clay who opposed the tax…
Date: October 2, 2015
Docket Numbers: CA 10847-VCL, CA #10847-VCL
Date: September 30, 2015
Docket Numbers: CA 3402-VCN, CA 6769-VCN, CA 8076-VCN
Date: September 30, 2015
Docket Number: CA 6808-MA
Date: September 17, 2015
Docket Number: CA 10361-MA
Date: September 17, 2015
Docket Number: CA 10484-VCG
Date: September 14, 2015
Docket Number: CA 7229-MA
Date: September 10, 2015
Docket Number: CA 7841-VCP
Date: September 2, 2015
Docket Numbers: CA 9700-CB, CA 9661-CB, CA 9686-CB, CA 10449-CB, CA 's 9700-CB
Date: August 31, 2015
Docket Number: CA 8528-VCN
Justia Opinion Summary: This action challenged the monthly assessments collected by Delaware Manufactured Home Relocation Authority under the Manufactured Home Owners and Community Owners Act. In 2004, the Authority set a monthly assessment on…
Date: August 31, 2015
Docket Number: CA 9682-VCN
Date: August 31, 2015
Docket Number: CA 9817-VCP
Date: August 28, 2015
Docket Numbers: CA 11189-VCG, CA #11189-VCG, CA # 11189-VCG
Date: August 27, 2015
Docket Numbers: CA 9079-VCL, CA 8703-VCL, CA #8703-VCL
Date: August 24, 2015
Docket Number: CA 10302-VCN
Date: August 20, 2015
Docket Number: CA 10093-VCL
Date: August 18, 2015
Docket Number: CA 7796-ML
Date: August 18, 2015
Docket Number: CA 7796
Date: August 14, 2015
Docket Number: CA 8635-VCG
Date: August 14, 2015
Docket Numbers: CA 9700-CB, CA 9661-CB, CA 9686-CB, CA 10449-CB, CA 's 9700-CB
Date: August 13, 2015
Docket Number: CA 10040-VCG
Date: August 13, 2015
Docket Number: CA 8635-VCG
Date: August 13, 2015
Docket Numbers: CA 9700-CB, CA 9661-CB, CA 9686-CB, CA 10449-CB, CA 's 9700-CB
Date: August 11, 2015
Docket Number: CA 7796-ML
Date: August 7, 2015
Docket Number: CA 11366-VCN
Date: August 7, 2015
Docket Number: CA 7378-VCP
Date: July 31, 2015
Docket Number: CA 4113-VCN
Date: July 31, 2015
Docket Number: CA 9435-VCP
Date: July 30, 2015
Docket Number: CA 8270-VCG
Justia Opinion Summary: This matter involved a former presidential yacht whose owner (the LLC) and its sole member (together, Plaintiffs) co-induced Defendant by means of fraud to extend the owner a loan with the yacht as collateral. Under the…
Date: July 30, 2015
Docket Number: CA 9899-VCP
Justia Opinion Summary: In a related case, a receiver was appointed for Silicon Valley Innovation Company, LLC (SVIC), whose only assets were contingent claims against SVIC’s former officer and directors. The receiver filed two cases involving…
Date: July 29, 2015
Docket Number: CA 9692-VCP
Date: July 23, 2015
Docket Number: CA 11062-VCG
Justia Opinion Summary: Seller entered into a purchase agreement with Buyer for the sale of certain equipment. The purchase agreement included an arbitration clause. Buyer eventually assigned its assets for the benefit of creditors to Assignee.…
Date: July 21, 2015
Docket Number: CA 9983-VCG
Justia Opinion Summary: This matter involved the creation of a subsidiary, AbbVie, Inc., by Abbott Laboratires, the transfer of assets and liabilities to AbbVie and, as part of that transfer, mutual general releases of liability between the…
Date: July 14, 2015
Docket Number: CA 10484-VCG
Date: July 13, 2015
Docket Numbers: 8835-VCN, 10228-VCN
Date: July 13, 2015
Docket Number: CA 9503-CB
Justia Opinion Summary: Plaintiff, a stockholder of Orbitz Worldwide, Inc., asserted four derivative claims challenging the fairness of the terms of a services agreement Orbitz entered into with a group of entities affiliated with Travelport…
Date: July 8, 2015
Docket Number: CA 10206-VCP
Date: June 30, 2015
Docket Number: CA 10329-VCG
Date: June 30, 2015
Docket Number: CA 8094-VCP
Date: June 30, 2015
Docket Number: CA 9425-VCN
Justia Opinion Summary: Pending litigation asserted claims related to compensation awarded to Defendants. Specifically, a compensation committee with various ties to the controlling shareholder family awarded executive compensation and benefits…
Date: June 29, 2015
Docket Number: CA 9434-MA
Date: June 17, 2015
Docket Number: CA 10593-VCL
Justia Opinion Summary: Wallace B. Flint established a detailed estate plan in his Last Will and Testament that created a testamentary trust that would receive as its corpus the residue of his estate (the Trust). Flint’s daughter, Katherine,…
Date: June 17, 2015
Docket Number: CA 9593-VCG
Date: June 11, 2015
Docket Number: CA 8635-VCG
Justia Opinion Summary: Petitioner, the homeowners’ association of Seabreeze subdivision, sued Marshall Jenney in an attempt to force him to remove vegetation allegedly growing on his property in violation of deed restrictions. Jenney settled…
Date: June 9, 2015
Docket Number: CA 11037-VCG
Date: June 5, 2015
Docket Number: CA 8059-CB
Justia Opinion Summary: This action arose out of the stock-for-stock merger of Jefferies Group, Inc. and Leucadia National Corporation. After the transaction was announced, the first of seven actions challenging the proposed transactions as…
Date: June 4, 2015
Docket Number: CA 9703-VCN
Justia Opinion Summary: Petitioner Meyer Natural Foods LLC (Meyer) was a managing member and owner of a fifty-one percent capital interest in Premium Natural Beef LLC (PNB). Respondents owned twelve percent, twelve percent, and twenty-five…
Date: June 4, 2015
Docket Number: CA 9852-VCN
Date: June 3, 2015
Docket Number: CA 9782-ML
Date: June 2, 2015
Docket Number: CA 6896-VCN
Date: May 29, 2015
Docket Number: CA 7164-VCN
Justia Opinion Summary: In 2012, the Court of Chancery concluded in a Memorandum Opinion that Defendant Simon Michael had breached his fiduciary duties as a director of Plaintiff Shocking Technologies, Inc. In the Memorandum Opinion, the Court…
Date: May 29, 2015
Docket Numbers: CA 7639-VCN, CA 7668-VCN, CA 7639-VCN -, CA -
Date: May 29, 2015
Docket Number: CA 7885-MA
Date: May 28, 2015
Docket Number: CA 10610-CB
Date: May 28, 2015
Docket Number: CA 7204-VCN
Date: May 27, 2015
Docket Number: CA 7282-VCN
Justia Opinion Summary: This dispute concerned the question of whether a secondary stock offering at an unusually high price, demanded by private equity investors that owned 44 percent of a corporation’s stock and facilitated by the directors…
Date: May 22, 2015
Docket Number: CA 9772-VCG
Date: May 21, 2015
Docket Number: CA 9772-VCG
Date: May 20, 2015
Docket Number: CA 8885-VCL
Justia Opinion Summary: This action concerned a transaction in which Vivendi S.A. divested its controlling equity position in Activision Blizzard, Inc.. The transaction (“the Restructuring”) restructured Activision’s governance profile and…
Date: May 19, 2015
Docket Number: CA 9209-VCG
Date: May 15, 2015
Docket Number: CA 9830-VCP
Date: May 13, 2015
Docket Number: CA 10947-ML
Date: May 8, 2015
Docket Number: CA 10299-VCN
Justia Opinion Summary: Plaintiff filed this action against Defendant seeking a declaration that it had a superior lien on funds to which Defendant also claimed an entitlement. Plaintiff brought two counts against Defendant, one requesting a…
Date: May 8, 2015
Docket Number: CA 9714-VCG
Date: May 7, 2015
Docket Numbers: CA 3940-VCN, CA 6170-VCN
Justia Opinion Summary: Plaintiffs - shareholders in their individual capacities - filed a complaint alleging that Defendants breached the duty of loyalty by conducting a self-interested recapitalization. Monetary damages were not available to…
Date: May 7, 2015
Docket Numbers: CA 7639-VCN, CA 7668-VCN, CA 7639-VCN -, CA -
Date: May 4, 2015
Docket Number: CA 6990-VCL
Justia Opinion Summary: Quandrant Structured Products Company, Ltd. owned debt securities issued by Athilon Capital Corp. a Delaware corporation. Quadrant asserted derivative claims for breach of fiduciary duty against the members of Athilon’s…
Date: April 30, 2015
Docket Number: CA 10280-VCL
Justia Opinion Summary: In 2012, Well Union Capital Limited (WU Parent) and Tom James Company (James) formed Carlisle Etcetera LLC (Carlisle). A James executive was appointed as Carlisle’s CEO, and through the CEO, James controlled Carlisle’s…
Date: April 30, 2015
Docket Number: CA 9579-CB
Justia Opinion Summary: At issue in this derivative action were awards of restricted stock units (RSUs) that were granted to non-employee directors of Citrix Systems, Inc. (Citrix) (the RSU Awards). The majority of the directors’ compensation…
Date: April 29, 2015
Docket Number: CA 8071-ML
Date: April 27, 2015
Docket Number: CA 9306-VCP
Date: April 27, 2015
Docket Number: CA 9813-CB
Date: April 24, 2015
Docket Number: CA 8432-ML
Date: April 24, 2015
Docket Number: CA 9587-ML(VCN)
Date: April 24, 2015
Docket Number: CA 9813-CB
Date: April 21, 2015
Docket Number: CA 9380-VCP
Date: April 20, 2015
Docket Number: CA 7141-VCL
Date: April 20, 2015
Docket Numbers: CA 7639-VCN, CA 7668-VCN, CA 7639-VCN -, CA -
Date: April 17, 2015
Docket Number: CA 8283-VCG
Date: April 15, 2015
Docket Numbers: CA S 10374-VCG, CA 10408-VCG
Date: April 14, 2015
Docket Number: CA 10753-VCG
Date: April 9, 2015
Docket Number: CA 10761-VCN
Justia Opinion Summary: American Messaging Services, LLC (AMS) purchased an ownership interest in DocHalo, LLC. The parties entered into an agreement establishing the terms of their business relationship. After AMS discovered that DocHalo had…
Date: April 9, 2015
Docket Numbers: CA 7639-VCN, CA 7668-VCN, CA 7639-VCN -, CA -
Date: April 7, 2015
Docket Number: CA 9860-CB
Date: March 30, 2015
Docket Number: CA 5948-VCP
Justia Opinion Summary: While boating, Defendant discovered a nearly fifteen-acre parcel of land that was landlocked, wooded, and partially submerged. The tax records for the parcel listed it as either “unknown owner” or “owner unknown.”…
Date: March 30, 2015
Docket Number: CA 9575-VCN
Justia Opinion Summary: 3850 & 3860 Colonial Blvd. LLC acquired an interest in Rubicon Media, LLC, a limited liability company controlled by Christopher Griffin. Griffin carried out a recapitalization of Rubicon LLC, which gave rise to…
Date: March 26, 2015
Docket Number: CA 9306-VCP
Justia Opinion Summary: Plaintiffs were four Delaware-domiciled captive insurance companies. The State Insurance Commissioner prosecuted their claims as their receiver in liquidation, alleging fraudulent conduct on the part of the companies’…
Date: March 18, 2015
Docket Number: CA 10004-VCG
Date: March 16, 2015
Docket Number: CA 9770-CB
Justia Opinion Summary: In 2014, Defendant First Aviation Services, Inc., a Delaware corporation, completed a 10,000-to-1 reverse stock split, which eliminated the interests of Plaintiff, a former stockholder of First Aviation. Four days later,…
Date: March 12, 2015
Docket Number: CA 10329-VCG
Date: March 6, 2015
Docket Number: CA 10072-MA
Date: March 4, 2015
Docket Number: CA 5985-ML
Date: February 27, 2015
Docket Number: CA 2399-VCN
Justia Opinion Summary: In 2004, Plaintiff retained Law Firm in connection with an action to inspect the books and records of certain defendants. Law Firm served as counsel in this litigation through the filing of claims against other…
Date: February 27, 2015
Docket Numbers: CA 9079-VCL, CA 8703-VCL
Justia Opinion Summary: This dispute concerned an underlying breach of fiduciary duty case that was coordinated with an appraisal proceeding, both arising out of a take-private transaction involving Dole Food Company, Inc. (Dole). During the…
Date: February 26, 2015
Docket Number: CA 9475-VCN
Date: February 26, 2015
Docket Number: CA 9542-ML
Date: February 26, 2015
Docket Number: CA 9796-VCG
Date: February 25, 2015
Docket Number: CA 7229-MA
Date: February 24, 2015
Docket Number: CA 7841-VCP
Date: February 23, 2015
Docket Number: CA 5841-MA
Date: February 19, 2015
Docket Number: CA 7662-VCP
Date: February 18, 2015
Docket Number: CA 8024-ML
Date: February 11, 2015
Docket Number: CA 9808-VCL
Date: February 10, 2015
Docket Number: CA 8273-MA
Date: January 30, 2015
Docket Number: CA 9488-VCP
Date: January 30, 2015
Docket Number: CA 9671-VCP
Date: January 29, 2015
Docket Numbers: CA 7639-VCN, CA 7668-VCN, CA 7639-VCN -, CA -
Date: January 28, 2015
Docket Number: CA 9897-VCG
Date: January 16, 2015
Docket Number: CA 6611-VCG
Date: January 15, 2015
Docket Number: CA 7720-VCL
Justia Opinion Summary: The parties in this case, two corporations, were parties to a Development Agreement. Defendant claimed Plaintiff owed it approximately $60 million under the Development Agreement. Plaintiff sought a declaration that it…
Date: January 14, 2015
Docket Number: CA 10211-VCG
Justia Opinion Summary: This complaint concerned the T-65 X-wing fighter plane, a fictional vehicle created in connection with the movie Star Wars Episode IV: A New Hope. Walt Disney Company owned the trademark for the fictional vehicle.…
Date: January 13, 2015
Docket Number: CA 8059-CB
Date: January 12, 2015
Docket Number: CA 7701-VCL
Date: January 9, 2015
Docket Number: CA 10398-CB
Justia Opinion Summary: Maurice J. Moyer Academic Institute (“New Moyer”) is a charter school in the City of Wilmington that serves some of the most economically disadvantaged students in the state. In 2014, the Department of Education,…
Date: January 5, 2015
Docket Number: CA 8900-VCG
Date: January 2, 2015
Docket Number: CA 9985-CB
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