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Court Of Chancery Explains Scope Of Fiduciary Duty Waiver

Posted In LP Agreements

In Re Kinder Morgan Inc. Corporate Reorganization Litigation,  C.A. 10093-VCL (August 20, 2015)

This is a great explanation of the scope of the waiver of a general partner or other fiduciary’s duties under the terms of an LP agreement.

While previously explained in the Norton decision of the Delaware Supreme Court, this opinion further explains when members of a special conflicts committee are so interested in a transaction as to be disqualified. Briefly, merely holding a position with the GP does not do it and more is needed to disqualify the special committee members.