Morrisjames.com details companies, company profile

IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE

Details: 2 against Defendant GR Companies, Inc. (the “Company” or “Grassroots”) to compel inspection of books and records pursuant to 8 Del. C. § 220.2 Plaintiffs have been shareholders of Grassroots since January 2019.3 According to Plaintiffs, they seek books and records for several purposes, including investigating possible breaches of

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Entity Lifecycles: An Overview of the Statutory

Details: The various forms available in Delaware include, among others, corporations (including pubic benefit corporations), limited liability companies, and statutory trusts. For a variety of reasons and entirely depending on the goals of the organization, these three entity types are those most often selected.

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Should Directors Sue Their Company for Its Misdeeds

Details: Rogue companies are rare in the sense of openly refusing to comply with the law. Directors almost always were able to obtain corrective action when violations of the law came to light. But what if those directors were not able to cure serious management problems?

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Delaware Corporate Governance Counseling Morris James LLP

Details: We also represent special committees of public companies in negotiations of mergers and other transactions with controlling stockholders and investigations of alleged corporate wrongdoing. Our Corporate Governance Team. Morris James’ in-house corporate governance counseling team is among the most well respected in Delaware.

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Company's Position Taken in Bankruptcy Voids …

Details: Company's Position Taken in Bankruptcy Voids Noncompete Obligations. The Delaware Court of Chancery's decision in Hipcricket v. mGage, C.A. No. 11135-CB, (Del. Ch. July 15, 2016), highlights the importance of coordinating the positions taken in different legal proceedings. The plaintiff in Hipcricket appeared to have a binding and enforceable

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IN THE SUPREME COURT OF THE STATE OF DELAWARE …

Details: Delaware limited partnership which, along with its family of companies, owns and operates tens of thousands of miles of pipelines which transport natural gas, natural gas liquids, refined products, and crude oil. Williams and ETE entered into the above-described Merger Agreement in September, 2015.

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IN THE SUPERIOR COURT OF THE STATE OF DELAWARE

Details: companies.5 Shortly thereafter, on July 1, 2017, Alberta and Global Royalty Corp. (“Global”) entered into an amalgamation transaction (the “Amalgamation”), 6 with …

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IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE

Details: Starting in the 1970s, several insurance companies began selling LTC insurance under a model where policyholders would pay periodic premiums over a number of years in return for what the insurers expect will be a relatively brief period of long-term care insurance coverage in the future.

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Shannon S. Frazier and Jonathan G. Strauss Speak at NBI

Details: Shannon S. Frazier and Jonathan G. Strauss spoke at a November National Business Institute Seminar titled “Limited Liability Companies.” Shannon and Jonathan specifically spoke on the topic of "Advantageous Uses of LLC’s."

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IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE

Details: IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE IN RE WEWORK LITIGATION ) ) ) ) Consolidated C.A. No. 2020-0258-AGB MEMORANDUM OPINION Date Submitted: July 21, 2020

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IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE

Details: Delaware limited liability companies.3 LVI owns 62.5% of NorthStar, while NCM owns 37.5%.4 Before the merger, LVI and NCM were two of the largest demolition companies in the United States.5 1 The facts, drawn from the Complaint and from documents incorporated by reference therein, are presumed true for purposes of evaluating the Motion to Dismiss.

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IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE

Details: On April 19, 2017, defendant Graebel Companies, Inc. and fourteen of its affiliates (collectively, “GCI,” “Broker,” or the “Broker Parties”), including defendants Graebel Shared Services, Inc. and Graebel Risk Services, Inc., entered into a settlement agreement (the “Settlement Agreement”) with Graebel Vanlines

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IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE

Details: Albertsons Companies, Inc., following a merger memorialized in an Agreement and Plan of Merger dated as of September 19, 2017 (the “Merger Agreement”). As is typical, the earnout consideration was contingent upon Plated reaching certain milestones post-closing. As is also typical, Albertsons bargained for the right to

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IN THE SUPERIOR COURT OF THE STATE OF DELAWARE

Details: liability companies—collectively, the “Virgin Fest Entities”), allege three of the KAABOO Entities’ managers, Bryan Gordon, Robert Walker, and Seth Wolkov (human beings—collectively, the “Managers”) engaged in various acts of fraud causing the Virgin Fest Entities to deal with the KAABOO Entities when they otherwise wouldn’t have.

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Updates Proposed Changes to Delaware's LLC Statute

Details: If introduced in and approved by the Delaware General Assembly and the governor, one of the most significant changes will involve the provisions of the act dealing with series limited liability companies (series LLCs). The proposed amendments are intended to clarify the characteristics of series LLCs and further facilitate their use.

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IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE

Details: companies, like 250ok, have attempted to replicate the effect of spam traps to help customers avoid the ESP blacklists. 13. These fake spam traps are known as “sensor networks.” A “sensor network” is designed to mirror an ESP’s spam trap, but

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IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE

Details: successfully turned around over 100 companies.4 Generally, featured businesses are family-owned, and their owners are less sophisticated than Lemonis. Courage.B was no exception. Goureau applied to appear on The Profit and in the spring of 2014, representatives from the show’s production company, Machete

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IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE

Details: appointed, Berry intends to “identify private companies that may be interested in a reverse merger” with Forum. Pet. ¶ 30. Synergy maintains that “[t]he value of the stockholders’ equity in [Forum] will increase if and when a private company brings a new and viable business to [Forum].” Id. That doubtless is true.

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Directors Designated by Investors Owe Fiduciary Duties to

Details: Companies, investors and directors and their counsel should consider carefully the implications of directors designated by particular stockholders serving on boards of Delaware corporations. PDF Attorneys

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Chambers USA Ranks Morris James as a Leading Delaware Law Firm

Details: Chambers USA ranks leading law firms and lawyers in a wide range of practice areas based on their legal knowledge and experience, their ability, their effectiveness, and their client service. The research is in-depth, client focused, and the guide is read by industry-leading companies and organizations throughout the United States and worldwide.

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Tyler O'Connell Delaware Corporate Litigator Morris

Details: Tyler O’Connell represents companies, members of management and investors in business disputes before the Delaware courts. Tyler also counsels directors, officers and managers of Delaware business entities in connection with transactions that involve litigation risk. Tyler has represented parties in the Delaware Court of Chancery in disputes

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IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE

Details: Companies and Williams Field Services Group, LLC is not important for purposes of this decision. This decision therefore refers generally to “Williams.” As with the references to EnCap and Oaktree, this simplified usage should not obscure the fact that Williams Field Services is the formal member of Caiman II.

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Small Businesses Attorneys Delaware Lawyers for Start-Ups DE

Details: More than sixty percent of the Fortune 500 companies are incorporated in Delaware. At one point, each of those companies was a small business with a big idea. The Small Businesses and Start-Ups Group provides a full range of legal services to assist entrepreneurs and small businesses owners organize and transition their ideas to full-fledged

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Do Directors of Foreign-Based Companies Have Greater

Details: There is a minor uproar over the recent Delaware decision that some suggest holds the directors of a Delaware corporation to a higher standard of corporate governance when the corporation's business is in a foreign country.

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Delaware Bankruptcy Law: One Year Post COVID-19

Details: Other companies have had differing results outside of bankruptcy. GameStop and AMC Theatres, both struggling companies on the brink of bankruptcy, made headlines recently when retail investors bought up huge amounts of stock in an attempt to squeeze short sellers, driving up the stock prices by 1700% and 840%, respectively.

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Morris James LLP is Named a “Go-To Law Firm” for the

Details: Recognizing the firm's strength in intellectual property litigation, Corporate Counsel magazine has named Morris James a “Go-To Law Firm for the Top 500 Companies.” Go-To Law Firms are chosen from an American Lawyer Media national survey of general counsel from the top Fortune 500 companies and through research in various key databases.

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Why You Should Care What Law Applies to Your Contract

Details: Choosing the right law for your client will always be the right choice compared to ignoring the issue. First, at least the choice may avoid costly arguments later. People argue over what law applies because it may make a real difference. Those arguments cost real money. Second, if you choose wisely, you will choose in favor of predictability.

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Should Directors Sue Their Company for Its Misdeeds

Details: Rogue companies are rare in the sense of openly refusing to comply with the law. Directors almost always were able to obtain corrective action when violations of the law came to light. But what if those directors were not able to cure serious management problems?

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Case Number Filing ID 66721172 49,2020

Details: frpshoolqj mxvwlilfdwlrq lw vkrxog fdqfho wkh 6wrfn 6doh dqg ghflgh zkhwkhu d fxvwrgldq vkrxog eh dssrlqwhg iru 8,3 , $ :h uho\ rq wkh idfwv dv irxqg dw wuldo :rxw &rvwhu &ruqholxv %uxjjhq dqg 6fkzdw iruphg 8,3 &rpsdqlhv ,qf ³8,3´ ru wkh ³&rpsdq\´ lq 8,3 lv d

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IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE

Details: companies.3 Tilton managed the assets in the Zohar funds as “collateral manager” through separate entities she controlled. She also served in management and on the board of directors of several of the portfolio companies, including the three companies at issue in this litigation: FSAR Holdings, Inc. (“FSAR”), Glenoit

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Our Recognitions Morris James LLP The Best Attorneys

Details: “Go-To Law Firm for the Top 500 Companies” Morris James was nominated as a "Go-To Law Firm" for Intellectual Property Litigation by companies such as Apple Inc. and Mylan, Inc. Martindale-Hubbell AV and AV Preeminent Ratings. Delaware Super Lawyers®

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Court of Chancery Finds Genuine Issue of Material Fact

Details: Top Posts. In Recent Facebook Decisions, Chancery Permits Demand-Futility Plaintiffs to Proceed Before Demand-Refused Plaintiff; Delaware Court of Chancery Holds That Scope of Director and Officer Indemnification Under D&O Policy Is Within Exclusive Jurisdiction Of The Delaware Superior Court

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Delaware Intellectual Property Lawyers IP Attorneys DE

Details: Morris James has a defense-based intellectual property practice headed by Ken Dorsney, a registered patent attorney.We have earned our reputation based on decades of success in hundreds of trials, working for and with some of the biggest firms and clients nationwide, acting as counsel in litigation concerning patents, copyrights, trade secret, trademarks, and antitrust …

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Posts in Fiduciary Duty

Details: Posted In Chancery, Fiduciary Duty, M&A. Rudd v. Brown, C.A. No. 2019-0775 MTZ (Del. Ch. Sept. 11, 2020) The Court of Chancery recently confirmed that the threat of a proxy contest from an activist investor alone was insufficient to render director defendants conflicted in a post-closing challenge to a sale of the company.

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Court Relies on DCF Valuation to Appraise Private Company

Details: The court first found that the "guideline public companies" method was a less reliable method of valuation because the company did not have any public competitors and its industry utilized various divergent software platforms. Since the company had not reached a steady state and other feasible valuation methods existed, the court also found

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Truck Accident Lawyers DE Tractor Trailer Injury

Details: The trucking industry is monitored at the federal and state levels, with companies required to follow strict safety and insurance regulations. When someone violates these rules and an individual is hit by a truck in Delaware, it could make several people liable, including: The truck driver or owner.

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Car Accident Lawyers DE Auto Injury Attorneys Delaware

Details: In car accident cases, insurance companies and opposing parties will often do whatever they can to protect their own interests, regardless of the severity of your injuries or the truth. Our car accident lawyers work hard to investigate the accident circumstances, gather evidence, prepare a thorough argument, and present a cohesive

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Chancery Rejects Merger Price as Indicator of Fair Value

Details: Norcraft Companies, C.A. No. 11184-VCS (Del. Ch. July 27, 2018) (Slights, V.C.), the Court of Chancery held that there were significant flaws in the sales process leading to the merger that precluded reliance on the merger price as a reliable indicator of fair value and that the efficient markets hypothesis also did not yield an unaffected

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IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE

Details: companies. 7: Snow Phipps acquired DecoPac in 2017. 8: Snow Phipps partner Alan Mantel became the partner in charge of the DecoPac investment in the summer of 2019. 9: After assessing the investment, he came to the conclusion that Snow Phipps could “exit either

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Jason Levin Delaware Bankruptcy Lawyer Morris James LLP

Details: Jason Levin counsels clients on commercial bankruptcy, restructuring, and insolvency matters. Jason, working in- and out-of-court, represents a wide array of stakeholders, including Chapter 11 debtors, creditors’ committees, trustees, financial institutions, and asset purchasers.

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Car Accidents Morris James LLP

Details: Insurance companies have massive resources, including teams of lawyers and medical and forensic experts, all of whom are directed at reducing the money that is paid out to you for your car accident claim. An experienced car accident lawyer can help to level the playing field in your dealings with insurance companies.

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Former Limited Partner Lacks Standing to Seek Books and

Details: Greenhouse v. Polychain Fund I LP, C.A. No. 2018-0214-JRS (Del. Ch. May 29, 2019). Seeking to inspect an entity’s books and records to value an investment typically is a …

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