Delaware Business Litigation Report

Court of Chancery Criticizes Form Bylaws

Gary v. Beazer Homes USA, Inc., C.A. 3537-VCS (Del. Ch. June 11, 2008)

Form bylaws taken from treatises or filings with the SEC are often copied without much thought. In this decision, the Court of Chancery warns that a very common set of those bylaws does not properly set out advancement rights for attorney fees. Hence, using that form without modification is now a sure way to lose those rights.  Check out the form involved in this case and be sure to change it to more accurately reflect what is intended as to advancement.

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