Is a former director and officer entitled to advancement of legal fees incurred in the defense of legal claims asserted against her by the corporation? That was the question decided by VC Glasscock of the Delaware Chancery Court in a case where the corporate charter’s indemnification and advancement provisions were not a model of clarity.
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May 2019
Can a Deadlock Resolution Provision Cause Deadlock? This One Did
By Peter A. Mahler on
Last week’s decision by Chancellor Bouchard in Acela v. DiFalco involves a flawed deadlock resolution provision in an LLC agreement that not only failed to resolve deadlock, it was exploited by one side to create deadlock. Learn more in this week’s New York Business Divorce.
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How to Initiate a Fair Value Appraisal Proceeding – a Dissenter’s Checklist
By Franklin C. McRoberts on
In this week’s New York Business Divorce, we go step-by-step through a tricky process, confusing to many: the procedures leading up to the commencement of a fair value appraisal proceeding.
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Half-Baked LLC Agreement Yields Improvised Valuation Decision
By Peter A. Mahler on
A rudimentary, “de facto” operating agreement with a cryptic withdrawal/buyout provision predictably set the stage for a unique valuation contest in the Delaware case highlighted in this week’s New York Business Divorce.
Continue Reading Half-Baked LLC Agreement Yields Improvised Valuation Decision