23 Nov, 2005 Portions of Lawsuit Alleging Breach of Fiduciary Duty and Waste Dismissed Based Res Judicata, Laches, and Failure to State a Claim By Morris James LLP Orloff v. Shulman, C.A. No. 852-N, 2005 WL 3272355 (Del. Ch. Nov. 23, 2005). Dissident shareholder group filed individual and derivative...
23 Nov, 2005 Books-and-Records Action Dismissed Where No Credible Evidence to Justify Investigation of Alleged Misconduct By Morris James LLP Seinfeld v. Verizon Communications, Inc., C.A. No. 1100-N, 2005 WL 3272365 (Del. Ch. Nov. 23, 2005). Shareholder sought to compel...
23 Nov, 2005 Actions Filed Four Months Apart Treated as Contemporaneous Filings for Purposes of Forum Non Conveniens Analysis By Morris James LLP Rapoport v. The Litigation Trust of MDIP Inc., C.A. No. 1035-N, 2005 WL 3277911 (Del. Ch. Nov. 23, 2005). Former directors moved to...
23 Nov, 2005 Court Dismisses Minority Stockholder's Claims Challenging Her Termination as President and CEO By Morris James LLP Dweck v. Nassar, C.A. No. 1353-N, 2005 WL 3272363 (Del. Ch. Nov. 23, 2005). Plaintiff alleged that she and Defendant orally agreed as...
22 Nov, 2005 Superior Court Finds Defendant Acted in Good Faith When it Terminated Asset Purchase Agreement By Morris James LLP Rohn Industries, Inc. v. Platinum Equity LLC, 887 A.2d 983 (Del. Super. Ct. 2005), aff'd in part, rev'd in part, No. 591, 2005, 2006 WL...
22 Nov, 2005 Corporation's Use of Sale Proceeds Violates Language in Indenture Agreements By Morris James LLP Posted In Breach of Contract Calpine Corporation v. The Bank of New York, C.A. No. 1669-N, 2005 WL 3454729 (Del. Ch. Nov. 22, 2005). ...
21 Nov, 2005 Court of Chancery Partially Grants Motion for Summary Judgment Based Upon Plaintiffs' Lack of Standing To Bring Derivative Claims as Result of Merger By Morris James LLP Gentile v. Rossette, C.A. No. 20213-NC, 2005 WL 2810683 (Del. Ch. Oct. 20, 2005). Plaintiffs, former shareholders of SinglePoint...
04 Nov, 2005 Entire Fairness Applied to Third-party Merger Transaction Where Controlling Shareholder Acquired Minority Stake in Resulting Company By Morris James LLP In re LNR Propert Corp. Shareholders Litigation, C.A. No. 674-N, 2005 WL 3418631 (Del. Ch. Nov. 4, 2005, rev'd Dec. 14, 2005). Former...
03 Nov, 2005 Court Enforces Provision in Merger Agreement Permitting Arbitration of Disputed Representation-and-Warranty and Working-Capital Claims By Morris James LLP Mehiel v. Solo Cup Co., C.A. No. 1596-N, 2005 WL 3074723 (Del. Ch. Nov. 3, 2005). Following the closing on a merger, several disputes...