Delaware Court of Chancery Decisions 2014
Date: December 31, 2014
Docket Number: CA 7048-VCN
Date: December 31, 2014
Docket Number: CA 8528-VCN
Date: December 30, 2014
Docket Number: CA 9918-VCN
Justia Opinion Summary: Plaintiff served as the Chairman and CEO of Smashburger Master LLC until his termination in early 2014. Smashburger subsequently informed Plaintiff that it was redeeming Plaintiff’s units in the company. Plaintiff…
Date: December 24, 2014
Docket Number: CA 9574-VCL
Date: December 19, 2014
Docket Number: CA 9985-CB
Date: December 16, 2014
Docket Number: CA 10434-VCP
Date: December 15, 2014
Docket Number: CA 7503-ML
Date: December 12, 2014
Docket Number: CA 9218-VCL
Date: December 9, 2014
Docket Number: CA 9079-VCL
Justia Opinion Summary: After David H. Murdock, the CEO and controlling stockholder of Dole Food Company, Inc., acquired all the shares of Dole common stock that he did not already own, Petitioners pursued their statutory right to an appraisal…
Date: December 8, 2014
Docket Number: CA 7457-VCP
Justia Opinion Summary: After Plaintiff fell behind on her payments to Attorney in the underlying litigation, Attorney filed a motion to withdraw as counsel for Plaintiff and requested a charging lien in the amount of approximately $300,000.…
Date: December 8, 2014
Docket Number: CA 7628-VCL
Date: December 3, 2014
Docket Number: CA 9700-CB
Justia Opinion Summary: The underlying case involved a deadlock relating to the management of the business of TransPerfect Global, Inc. and its wholly owned subsidiaries. Here, Plaintiff filed a motion for the appointment of a interim custodian…
Date: November 28, 2014
Docket Number: CA 4240-VCN
Justia Opinion Summary: In 1979, Mother and Daughter set up joint checking and savings accounts. In 2006, Daughter withdrew almost all of the funds from the joint savings account without first informing Mother. Mother and Daughter also jointly…
Date: November 28, 2014
Docket Numbers: CA 7639-VCN, CA 7668-VCN, CA 7639-VCN -, CA -
Date: November 26, 2014
Docket Number: CA 7543-VCN
Justia Opinion Summary: This dispute centered around the question of whether there was mold that needed remediation in the common elements of a Condominium’s structure adjacent to the unit owned by Defendants. Plaintiff, the Council at the…
Date: November 26, 2014
Docket Numbers: CA 7906-VCG, CA # 7906-VCG
Date: November 26, 2014
Docket Number: CA 9274-MA
Date: November 26, 2014
Docket Number: CA 9405-VCP
Justia Opinion Summary: Plaintiff, Cigna Health and Life Insurance Co., challenged Optum Services, Inc’s acquisition by merger, via Audax Holdings, Inc., of Audax Health Solutions, Inc. Plaintiff moved for judgment on the pleadings, arguing…
Date: November 25, 2014
Docket Number: CA 10319-CB
Date: November 20, 2014
Docket Numbers: CA 10065-ML, CA (UNASSIGNED 05468-N)
Date: November 20, 2014
Docket Number: CA 7710-VCP
Date: November 20, 2014
Docket Number: CA 9124-MA
Date: November 14, 2014
Docket Number: CA 10303-VCN
Date: November 12, 2014
Docket Numbers: CA 7479-ML, CA 152154
Date: November 5, 2014
Docket Number: CA 10093-VCL
Date: November 3, 2014
Docket Number: CA 9110-VCP
Date: October 31, 2014
Docket Number: CA 5121-VCN
Justia Opinion Summary: Plaintiff, an inmate at the James T. Vaughn Correctional Center (JTVCC), filed this action against personnel at the JTVCC seeking an injunction and compensatory damages for placement in isolated confinement and,…
Date: October 31, 2014
Docket Number: CA 8980-VCG
Date: October 31, 2014
Docket Number: CA 9151-VCP
Date: October 31, 2014
Docket Number: CA 9465-VCN
Justia Opinion Summary: Plaintiff and Defendant entered into a Settlement and License Agreement to resolve then-pending patent infringement litigation. After Plaintiff’s license was terminated, Plaintiff filed a complaint for declaratory,…
Date: October 30, 2014
Docket Number: CA 8690-MA
Date: October 29, 2014
Docket Number: CA 7865-VCN
Justia Opinion Summary: After TPC Group Inc. announced its acquisition by First Reserve Corporation, SK Capital Partners, and their affiliates (collectively, the PE Group), Plaintiffs, shareholders of TPC, brought a class action against TPC,…
Date: October 28, 2014
Docket Number: CA 6990-VCL
Date: October 24, 2014
Docket Number: CA 8541-VCP
Date: October 20, 2014
Docket Number: CA 6891-VCL
Date: October 15, 2014
Docket Number: CA 9637-VCG
Date: October 14, 2014
Docket Number: CA 9210-CB
Justia Opinion Summary: In 2004, KKR & Co. LP (KKR) acquired KKR Financial Holdings LLC (KFN) in a stock-for-stock merger. Plaintiffs, stockholders of KFN, challenged the merger by filing a class action complaint, asserting breach of fiduciary…
Date: October 10, 2014
Docket Number: CA 6350-VCL
Justia Opinion Summary: A class of stockholders of Rural/Metro Corporation (Rural) filed a class action against RBC Capital Markets, LLC (RBC) for aiding and abetting breaches of fiduciary duty by the board of directors of Rural in relation to…
Date: October 10, 2014
Docket Number: CA 6546-VCL
Date: October 6, 2014
Docket Number: CA 7615-VCP
Date: October 3, 2014
Docket Number: CA 9154-VCN
Justia Opinion Summary: Plaintiff-individual, who owned common stock of Defendant-corporation, sent a letter to Defendant seeking to inspect certain of Defendant’s books and records pursuant to 8 Del. C. 220. Plaintiff’s ultimate goal in…
Date: October 1, 2014
Docket Number: CA 6990-VCL
Justia Opinion Summary: Plaintiff owned debt securities issued by Defendant, a Delaware corporation. Plaintiff sued Defendant, asserting breach of fiduciary duty claims derivatively against Defendant’s board of directors (Board) and Defendant’s…
Date: October 1, 2014
Docket Number: CA 7480-VCL
Date: September 30, 2014
Docket Numbers: CA 8520-VCG, CA # 8520-VCG
Date: September 30, 2014
Docket Number: CA 8642-VCP
Date: September 30, 2014
Docket Number: CA 9587-ML
Date: September 30, 2014
Docket Number: CA 9963-VCN
Date: September 29, 2014
Docket Number: CA 8764-VCN
Justia Opinion Summary: An employer terminated an employee, who was represented by a union. The union grieved the termination and, in accordance with a collective bargaining agreement, the matter was submitted to arbitration. An arbitrator…
Date: September 26, 2014
Docket Numbers: CA 8922-VCG (), CA 8922-VCG
Date: September 24, 2014
Docket Number: CA 8841-VCL
Justia Opinion Summary: Seaport Village Operating Company, LLC (the “Company”) sought to recover from Seaport Village Ltd. (“Limited”) attorneys’ fees and expenses that the Company incurred in two lawsuits against Limited. The Company’s limited…
Date: September 18, 2014
Docket Number: CA 9051-CB
Date: September 16, 2014
Docket Number: CA 9991-VCG
Justia Opinion Summary: The parties in this case were two members of a Delaware LLC that was created to hold a subsidiary operating a wind farm on the island of Maui in Hawaii. Defendant filed an arbitration demand in Hawaii based on its…
Date: September 10, 2014
Docket Numbers: CA 8922-VCG (), CA 8922-VCG
Date: September 9, 2014
Docket Numbers: CA 8922-VCG (), CA 8922-VCG
Date: September 8, 2014
Docket Number: CA 9795-CB
Justia Opinion Summary: First Citizens BancShares, Inc. (FC North), a bank holding company incorporated in Delaware and headquartered in Raleigh, North Carolina, adopted by forum selection bylaw (the “Forum Selection Bylaw”) the same day it…
Date: September 4, 2014
Docket Numbers: CA 3940-VCN, CA 6170-VCN
Date: September 4, 2014
Docket Number: CA 4113-VCN
Date: September 3, 2014
Docket Number: CA 7615-VCP
Date: September 3, 2014
Docket Number: CA 8625-VCN
Date: August 25, 2014
Docket Number: CA OL 8917-VCL
Date: August 22, 2014
Docket Number: CA 7840-VCL
Date: August 22, 2014
Docket Number: CA 8842-VCP
Justia Opinion Summary: A former officer and director of two Delaware companies filed an action for mandatory advancement from those companies of the legal fees and expenses he incurred in underlying litigation between the parties in a…
Date: August 22, 2014
Docket Number: CA 9683-VCN
Justia Opinion Summary: Plaintiff was a senior in the nursing program at Delaware State University (DSU) when she was dismissed for consuming a half of a margarita while on break during a clinical program. Plaintiff filed suit seeking…
Date: August 21, 2014
Docket Number: CA 7841-VCP
Date: August 20, 2014
Docket Number: CA 9747-VCL
Justia Opinion Summary: Defendants, collectively referred to as “InterDigital,” and LG Electronics, Inc. entered into a non-disclosure agreement, titled “Agreement Governing Confidential Settlement Communications (the NDA), after LG filed a…
Date: August 14, 2014
Docket Numbers: CA 10065-ML, CA (UNASSIGNED 05468-N)
Date: August 7, 2014
Docket Numbers: CA 9250-VCG, CA # 9250-VCG
Date: August 6, 2014
Docket Number: CA 9685-VCL
Justia Opinion Summary: During divorce proceedings between Daniel Kloiber (Dan) and Beth Ann Kloiber the Kentucky Family Court issued status quo orders that restricted Dan in his capacity as a human being over whom the Kentucky Family Court had…
Date: August 5, 2014
Docket Number: CA 20408-VCN
Date: August 1, 2014
Docket Number: CA 5714-VCL
Justia Opinion Summary: Plaintiff and three individual defendants worked together as principals in a financial services boutique. After plaintiff resigned, he sought a declaration that he continues to own equity stakes in two of the entities.…
Date: August 1, 2014
Docket Number: CA 9707-CB
Justia Opinion Summary: This memorandum opinion concerns the business divorce between Comerica and Global concerning the joint venture they established in 1996 to process credit and debit card transactions called Alliance. The court found that…
Date: July 31, 2014
Docket Number: CA 2399-VCN
Justia Opinion Summary: Plaintiff sought attorneys’ fees and legal expenses from Defendants, two corporations and her two brothers, after successfully pursuing a books and records action under Del. Code Ann. tit. 8, 220 and after filing a…
Date: July 31, 2014
Docket Number: CA 7457-VCP
Justia Opinion Summary: Defendant, the president, sole director, and majority stockholder of a private Delaware corporation specializing in proxy servicing, hired Plaintiff to work for the company in the early 2000s. Beginning in 2004,…
Date: July 30, 2014
Docket Number: CA 4521-VCG
Justia Opinion Summary: At issue in this case was a trust (“the Raiff Trust”) that had expired under the terms of the trust instrument that established the trust. The trust was funded with shares of Jenzabar, Inc. At the time of this…
Date: July 29, 2014
Docket Number: CM 05468-N(UASSIGNED)
Justia Opinion Summary: Augustus Evans, who was incarcerated, filed two actions that he sought to bring in Chancery against Bayer Corp. and Johnson & Johnson Co. alleging that he had been injured by pharmaceutical products manufactured and sold…
Date: July 29, 2014
Docket Number: CM 05468-N (UNASSIGNED)
Date: July 28, 2014
Docket Number: CA 9478-VCL
Date: July 22, 2014
Docket Number: CA 9026-ML
Date: July 21, 2014
Docket Number: CA 7325-VCG
Justia Opinion Summary: Andrew Durham, the only non-managing member of Grapetree, LLC, filed direct claims against the LLC seeking reimbursements for expenses incurred by the vacation properties the LLC managed. At trial, Andrew sought $28,983…
Date: July 21, 2014
Docket Number: CA 8868-VCG
Justia Opinion Summary: Plaintiff, Bishop Macram Max Gassis, was the former Chairman of the Board of Directors of Sudan Relief Fund, Inc., formerly known as Bishop Gassis Sudan Relief Fund, Inc. The Court of Chancery found that the Board’s…
Date: July 17, 2014
Docket Number: CA 1641-VCG
Date: July 14, 2014
Docket Number: CA 8828-MA
Date: June 30, 2014
Docket Number: CA 8652-VCN
Justia Opinion Summary: Xcell Energy and Coal Company, LLC (Xcell) defaulted on its loan obligations to a creditor. Through a court-appointed receiver, Xcell alleged that its past manager and member were liable for their mismanagement and…
Date: June 30, 2014
Docket Number: CA 8721-VCN
Date: June 27, 2014
Docket Number: CA 7866-VCP
Date: June 27, 2014
Docket Number: CA 9209-VCG
Date: June 26, 2014
Docket Number: CA 9178-CB
Date: June 25, 2014
Docket Number: CA 5589-VCP
Date: June 16, 2014
Docket Number: CA 9415-VCN
Date: June 12, 2014
Docket Number: CA 7141-VCL
Date: June 12, 2014
Docket Number: CA 8270-VCG
Date: June 11, 2014
Docket Number: CA 7977-VCG
Date: June 4, 2014
Docket Number: CA 7743-VCG
Date: May 30, 2014
Docket Number: CA 7048-VCN
Date: May 30, 2014
Docket Number: CA 8431-VCN
Date: May 29, 2014
Docket Number: CA 7881-VCG
Date: May 28, 2014
Docket Number: CA 8868-VCG
Date: May 21, 2014
Docket Number: CA 5985-ML
Date: May 19, 2014
Docket Number: CA 9210-CB
Date: May 15, 2014
Docket Number: CA 8705-MA
Date: May 12, 2014
Docket Number: CA 7282-VCN
Date: May 7, 2014
Docket Number: CA 6547-VCN
Date: May 6, 2014
Docket Number: CA 9589-VCN
Date: May 2, 2014
Docket Numbers: CA 9469-VCP, CA 9497-VCP, CA 9508-VCP
Date: May 1, 2014
Docket Number: CA 9475-VCN
Date: April 30, 2014
Docket Number: CA 8101-VCN
Justia Opinion Summary: Petitioner worked as a charge nurse at a facility of the State’s Department of Health and Social Services (DHSS). After an incident with a patient who later died, DHSS concluded that Petitioner should be dismissed for…
Date: April 29, 2014
Docket Number: CA 4948-VCL
Date: April 29, 2014
Docket Number: CA 8414-VCG
Date: April 29, 2014
Docket Number: CA 8715-VCN
Justia Opinion Summary: In 2003, Plaintiffs loaned Utility Systems, Inc. (“USI”), which provided wastewater disposal services to the Woods on Herring Creek community, almost $250,000 to meet the costs of managing and improving the wastewater…
Date: April 28, 2014
Docket Number: CA 8514-VCN
Date: April 25, 2014
Docket Number: CA 9358-MA
Date: April 16, 2014
Docket Number: CA 8066-VCL
Date: April 16, 2014
Docket Number: CA 8897-VCG
Date: April 8, 2014
Docket Number: CA 5878-VCL
Justia Opinion Summary: After Occam Networks, Inc. merged with Calix, Inc., Plaintiffs filed an action contending that Defendants, Occam directors and others, breached their fiduciary duties by making decisions during Occam’s sale process that…
Date: March 31, 2014
Docket Number: CA 7586-VCG
Date: March 28, 2014
Docket Number: CA 5886-VCP
Date: March 27, 2014
Docket Number: CA 7786-VCP
Date: March 25, 2014
Docket Number: CA 5886-VCP
Date: March 21, 2014
Docket Number: CA 8601-VCL
Date: March 12, 2014
Docket Number: CA 8184-VCG
Date: March 7, 2014
Docket Number: CA 6350-VCL
Justia Opinion Summary: When Rural/Metro Corporation (“Rural”) merged with an affiliate of Warburg Pincus LLC, each publicly held share of Rural common stock was converted into the right to receive $17.25. Plaintiff-stockholders initiated this…
Date: March 6, 2014
Docket Number: CA 8263-MA
Date: March 5, 2014
Docket Number: CA 7866-VCP
Date: February 28, 2014
Docket Number: CA 7543-VCN
Date: February 28, 2014
Docket Number: CA 7840-VCL
Justia Opinion Summary: Since 2007, Dimensional Associates, LLC, a private equity fund, had controlled Orchard Enterprises, Inc., a Delaware corporation. In 2010, Dimensional squeezed out the minority stockholders of Orchard. The merger…
Date: February 25, 2014
Docket Number: CA 8321-VCG
Date: February 24, 2014
Docket Number: CA 8625-VCN
Date: February 21, 2014
Docket Number: CA 8505-VCN
Date: February 21, 2014
Docket Number: CA 8885-VCL
Justia Opinion Summary: Anthony Pacchia brought an action challenging a transaction through which Activision Blizzard, Inc. and an entity controlled by Activision’s two senior officers acquired more than fifty percent of Activision’s…
Date: February 19, 2014
Docket Number: CA 8601-VCL
Date: February 18, 2014
Docket Number: CA 2578-VCP
Justia Opinion Summary: The parties in this dispute were Koninklijke Philips N.V. (“Philips N.V.”), a Netherlands holding company, and Carlo Vichi, an Italian businessman who had a longstanding business relationship with Philips N.V. Philips…
Date: February 6, 2014
Docket Number: CA 8447-VCL
Justia Opinion Summary: In 2013, the Board of Directors of Morgans Hotel Group Co. (the Company) approved a two-part recapitalization involving the Yucaipa Companies, LLC. Stockholder OTK Associates filed a complaint alleging that Yucaipa,…
Date: February 5, 2014
Docket Number: CA 8131-VCN
Justia Opinion Summary: Plaintiffs in this case were former shareholders of McMoRan Exploration Company (MMR). Plaintiffs challenged MMR’s acquisition by Freeport-McMoRan Copper & Gold, Inc. The case settled, and the only remaining issue was an…
Date: February 3, 2014
Docket Numbers: CA 3940-VCN, CA 6170-VCN
Date: February 3, 2014
Docket Number: CA 8490-VCG
Date: January 29, 2014
Docket Number: CA 7676-VCP
Date: January 21, 2014
Docket Number: CA 8052-ML
Date: January 16, 2014
Docket Number: CA 8601-VCL
Date: January 15, 2014
Docket Number: CA 8837-VCL
Date: January 13, 2014
Docket Number: CA 8602-VCG
Date: January 2, 2014
Docket Number: CA 8601-VCL
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