Straddling our Corporate and Litigation Departments, our Wilmington, Delaware office brings an unrivaled perspective to major transactions, governance battles and director and officer duties. The breadth and significance of our team’s mandates are greater than ever.
Our Wilmington office is the hub of our work on major commercial and corporate law cases in Delaware, where landmark, high-stakes business disputes are frequently adjudicated. The office focuses on high-impact M&A disputes, fiduciary disputes and other business litigation; corporate governance advisory matters; and board-level counsel.
Our Wilmington team provides critical insight into Delaware takeover law and corporate governance and compliance issues, and specializes in strategic litigation support in contested situations. Litigation partner Andre Bouchard, former Chancellor of the Delaware Court of Chancery, offers extraordinary insight into the nuances of Delaware state law and shareholder rights litigation.
In this issue of the Paul, Weiss Delaware M&A Quarterly, we discuss several decisions of significance to the M&A practice issued during the second quarter of 2023, as well as the 2023 amendments to the Delaware General Corporation Law.
NEWS & INSIGHTS
Delaware Court of Chancery Will Require Supplemental Disclosures to Be “Plainly Material” to Justify Mootness Fee Awards
Recently, splitting with prior precedent, the Delaware Court of Chancery drastically reduced a plaintiff’s mootness fee request and held that, moving forward, plaintiffs can justify a mootness fee only if they obtain supplemental disclosures that are “plainly material," rather than merely “helpful."
The Delaware Court of Chancery recently clarified the high standard that activists must overcome to reopen the director nomination window of an otherwise valid advance notice bylaw.
Ninth Circuit En Banc Panel Enforces Exclusive Forum Provision That Prevents Shareholders From Pursuing Derivative Claims Under Federal Securities Laws
An en banc panel of the Ninth Circuit enforced an exclusive forum provision requiring that derivative actions be brought in the Delaware Court of Chancery.
The Delaware Court of Chancery recently held that a contractual covenant by stockholders not to sue for breach of fiduciary duty in connection with a drag-along sale is enforceable under Delaware law if it is narrowly tailored and reasonable under the circumstances.
Ability to Take High-Stakes Cases to Trial Distinguishes Paul, Weiss in Delaware, Partners Tell Law360
Litigation partners Andrew Gordon, Jaren Janghorbani and Andy Bouchard spoke with Law360 in a feature on Paul, Weiss’s Delaware practice.
Paul, Weiss represented the board of directors of McDonald’s Corporation in its successful proxy fight with activist investor Carl Icahn.
Law360 recognized Paul, Weiss as a 2022 “Regional Powerhouse” in Delaware for its pivotal work handling some of the biggest, most high-profile matters in the state.
Representing a special committee of the board of QAD Inc., Paul, Weiss fended off a stockholder’s preliminary injunction motion seeking to block a shareholder vote on QAD’s $2 billion merger with private equity firm Thoma Bravo.
The Delaware Court of Chancery recently held that a provision in the charter of a Delaware corporation granting the company’s founder and financial sponsor high voting power within the same class of stock also issued to the public shareholders was valid under the Delaware General Corporation Law.