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Summaries and analysis of recent Delaware court decisions concerning business-related litigation.

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Corporate and Fiduciary Litigation

Morris James regularly tries cases in the Delaware Court of Chancery, the premier court in the United States for corporate law and fiduciary litigation, and one of our partners serves as a member of the Court of Chancery Rules Committee. We also try corporate and commercial disputes in the Delaware Superior Court and the United States District Court for the District of Delaware.

Corporate Governance

The corporate governance needs of every business are different. They depend on factors ranging from the formal organization of the company to the particularities of its industry. Understanding how these issues play into strategic planning and risk mitigation is one of the most important roles of our corporate governance attorneys.

Morris James LLP assists clients who seek advice regarding how to structure transactions to comply with the Delaware laws governing business organizations. This assistance ranges from advising on the board's fiduciary duties in a sale of the company, to advising owners and managers of unincorporated entities, such as limited liability companies or limited partnerships. We also represent special committees of public companies in negotiations of mergers and other transactions with controlling stockholders and investigations of alleged corporate wrongdoing.

Special Committee Representation

Morris James attorneys’ representation of directors serving on special transaction committees, special investigation/demand committees or special litigation committees is informed by their substantial experience in conflict of interest and entire fairness litigation.  Our attorneys have ample experience across all aspects of special committee representation, including, but not limited to, drafting resolutions establishing special committees, counseling committee members regarding their duties, counseling committee members on appropriate compensation arrangements, counseling committee members on the selection of advisors, advising on appropriate record keeping and minute taking and formulating and implementing strategies aimed at achieving the committee’s mandate.  The Firm represented the first special litigation committee to seek a dismissal under the iconic Zapata standard in 1984. 

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