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Summaries and analysis of recent Delaware court decisions concerning business-related litigation.
- Chancery Finds Plaintiff Failed To State A Non-Exculpated Claim Against Special Committee Defendants In Complaint Challenging A Merger
- Chancery Finds Stockholder Conferred a Substantial Corporate Benefit by Challenging the Joint Vote of Two Classes of Common Stock under Section 242(b)(2) of the DGCL
- Court of Chancery Awards Plaintiffs Attorneys’ Fees and Costs in Section 225 Action for Obtaining a Substantial Benefit for the Corporation and its Stockholders
Morris James Blogs
Court Of Chancery Explains “By Reason Of The Fact” Test
By Morris James LLP on September 1, 2015
Lieberman v. Electrolytic Ozone Inc., C.A. 10152-VCN ( August 31, 2015)
Former directors are entitled to advancement when they are sued “by reason of the fact” that they acted as directors in committing allegedly bad conduct. That test can be hard to apply. However, as this case makes clear, when the underlying acts occurred post-termination, it is hard to claim that advancement is warranted.
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