About This Blog
Morris James postings of significant news, original articles and legal insight related to Delaware.
Showing 7 posts from February 2018.
Morris James is pleased to announce Jill Di Sciullo was recognized by the Combined Campaign for Justice (CCJ) at their appreciation breakfast honoring campaign leaders and leadership donors. Ms. Di Sciullo, a member of the CCJ Communications Committee, was named an honoree for the “Largest Dollar Amount Raised.” Ms. Di Sciullo has been active with the CCJ this past year and is a long-time supporter of Delaware Volunteer Legal Services. She also volunteers for the Office of the Child Advocate and Child, Inc. – Domestic Violence Advocacy Program.
Jill Di Sciullo has over fifteen years of experience representing clients in all aspects of domestic relations matters. She has been voted a “Top Lawyer” in Delaware Today magazine for the past four years.
More about the CCJ: Through the assistance of the Community Legal Aid Society, Inc. (CLASI), Delaware Volunteer Legal Services, Inc. (DVLS) and Legal Services Corporation of Delaware, Inc., the Combined Campaign for Justice provides legal aid to low-income and elderly people with the most critical legal needs such as food, shelter, medical care, income maintenance and physical safety. To learn more about the Combined Campaign for Justice, click here.
The Delaware Limited Liability Company Act’s policy is to give the maximum effect to the principle of freedom of contract in LLC operating agreements. While the act permits parties to eliminate fiduciary duties that members or managers would otherwise owe to one another, an operating agreement may not eliminate the implied covenant of good faith and fair dealing that inheres in every LLC operating agreement under Delaware law. The implied covenant operates to imply terms to address developments or contractual gaps that neither party anticipated in the operating agreement, but which are necessary to fill gaps essential to meeting the reasonable expectations of the parties as reflected in the express terms of the operating agreement. More ›
Morris James LLP is Pleased to Announce Corporate INTL Has Named the Firm Tax Planning - Law Firm of the Year in Delaware
Morris James is pleased to announce Corporate INTL has named the firm Tax Planning - Law Firm of the Year in Delaware. The Corporate INTL publications reach hundreds of thousands of business leaders and decision makers in the finance and advisory communities worldwide. Corporate INTL has a database of over 1 million business leaders, investors, in-house counsel, financiers and advisers. More ›
Dismissal of Shareholder Derivative Action on Rule 23.1 Grounds Precludes Relitigation of Different Del. Plaintiffs
The Delaware Supreme Court recently issued an important corporate law decision addressing issue preclusion in the context of multiple shareholder derivative actions. The court ruled in California State Teachers’ Retirement System v. Alvarez, No. 295, 2016 (Del. Jan. 25), that an Arkansas federal court’s dismissal of a shareholder derivative suit for failure to plead adequately demand futility precluded Walmart stockholders from attempting to prosecute derivative claims in Delaware arising from the same misconduct. The court rejected the argument that the failure of the Arkansas plaintiffs to have used books-and-records discovery under Section 220 to assemble their complaint rendered their representation inadequate, or that applying issue preclusion in this context violated the stockholders’ due process rights. Although Delaware strongly encourages plaintiffs to use books-and-records requests to prepare a shareholder derivative complaint, the court concluded that Delaware’s substantial interest in governing the internal affairs of Delaware corporations must yield to the stronger national interests that all state and federal courts have in respecting each other’s judgments. More ›
Morris James LLP has chosen Patricia A. Winston to be a member of the 2018 class of Fellows, participating in a landmark program created by the Leadership Council on Legal Diversity (LCLD) to identify, train, and advance the next generation of leaders in the legal profession.
“This is a singular honor for Patricia Winston,” said Keith Donovan, Managing Partner. “She joins a select group of experienced attorneys from diverse backgrounds who have been recognized for their potential as leaders in their organizations.” More ›
On August 17, 2017, Delaware Governor John Carney signed into law HB 180, completing an update to a nearly 12-year old breach notification statute that had little teeth, and no enforcement. The new law, which applies to “Any person who conducts business in this State and owns licenses or maintains personal information” requires that such person “implement and maintain reasonable procedures and practices to prevent the unauthorized acquisition, use, modification, disclosure or destruction of personal information collected or maintained in the ordinary course of business.” The law contains substantive provisions that will require significant preparation and education before it becomes effective on April 14, 2018. More ›
Morris James LLP is pleased to announce Keith Donovan has accepted the position of Managing Partner as of January 1, 2018. Mr. Donovan, who has served on the firm’s executive committee for the past nine years, moves into the position as David H. Williams steps down from this role after fourteen years of service. Mr. Donovan will work closely with the Executive Director, Practice Group Leaders, Marketing Director, and other committees within the Firm that impact client service, administration, growth and integrity of the firm, and professional development.
Mr. Donovan commented, “I am excited to take on the role of Managing Partner and I appreciate the confidence my partners have placed in me to serve in this leadership capacity. Dave Williams and I have been working closely together to prepare for the transition and I am thankful to have such an experienced, capable partner as a continuing resource.”
Mr. Donovan has 27 years of experience in personal injury related matters. He is a past board member and president of the Delaware Trial Lawyers Association. Mr. Donovan served as president of the Delaware Chapter of the American Board of Trial Advocates and currently serves as ABOTA’s treasurer. He also served as a Board Member of the Delaware Board of Bar Examiners and as the Civil Liaison for the Superior Court of Kent County. Mr. Donovan is a member of the Delaware State Bar Association, American Bar Association, and American Association for Justice.
With more than 40 years of experience in the areas of employment and education law, Mr. Williams’ practice will continue to focus on the representation of employers in a wide variety of litigation matters, administrative proceedings, arbitration, and collective bargaining issues, as well as counseling educational institutions in the full spectrum of legal issues.