Seminar  Seminar

Delaware Law Developments 2014: What All Business Lawyers Need to Know


Why you should attend

Delaware law continues to play a critical role in U.S. corporate and securities law, particularly in today’s challenging and changing business environment. This unique annual program focuses on the important Delaware corporate law developments over the past year and the practical impact on your corporate or legal practice. The very top Delaware corporate law experts from the Delaware judiciary, leading law firms and corporations, and academia, will examine the latest case law and practical trends and share their real-world experiences, insights and advice on the issues of greatest concern to the corporate/securities legal community.

What you will learn

  • Recent developments in Delaware law: a discussion of recent opinions of the Delaware Supreme Court and Court of Chancery by leading Delaware practitioners
  • Nuts & Bolts of Litigation Practice in the Delaware Chancery Court: What Litigators and Transactional Attorneys Need to Know
  • A fresh look at Multi-Forum Litigation and Appraisal Litigation
  • Recent Developments with LLCs and Limited Partnerships
  • Ethical Issues in Delaware law (receive one hour of ethics CLE credit!)

Who should attend

This program is designed for outside counsel, corporate counsel, corporate directors, corporate committee members, investment bankers, consultants and other professionals who need to know the latest developments and important issues in Delaware corporate law.

Morning Session: 9:00 a.m. - 12:30 p.m.

9:00 Introduction

Hon. J. Travis Laster, Stephen P. Lamb, Gregory P. Williams

9:15 Recent Developments in Delaware Law

  • Emerging outlines of aiding and abetting liability of board advisers and officers, including effect of directors’ section 102(b)(7) defense on aiding and abetting claims and impact of Rural Metro case.
  • Recent developments in Entire Fairness litigation including In re Trados.
  • MFW Worldwide and the standard of review of buyout transactions with controlling stockholders.
  • Trends in application of attorney-client privilege by Court of Chancery in various settings, including M&A, Section 220 demands, and intracorporate disputes.

Moderator: Stephen P. Lamb
Speakers: Paula Howell Anderson, Henry E. Gallagher, Jr., Robert S. Saunders, Pamela S. Tikellis, T. Brad Davey

10:45 Networking Break

11:00 Multi-Forum Litigation

  • Change in the incidence of multijurisdictional filings since the Chevron decision
  • Update on company implementation of forum selection bylaws
    • Frequency of adoptions
    • Breadth of bylaws – beyond internal affairs litigation
    • Use in connection with M&A transaction
  • Appearance of Mandatory arbitration bylaws
    • o Viability under Chevron
    • o Approaches to prohibiting without stockholder approval
    • o Recent caselaw in other states and federal court

Moderator: Stephen P. Lamb
Speakers: Ross A. Fieldston, Stuart M. Grant, Mark Lebovitch, Theodore N. Mirvis

12:00 Appraisal Litigation

  • Appraisal as an investment strategy
  • Identifying cases in which to seek appraisal
  • The mechanics - how does appraisal work
  • Recent appraisal caselaw

Moderator: Gregory P. Williams
Speakers: John Hendershot, Steve Jenkins, Marcus Montejo, Matt Solum

1:00 Keynote Address

Speaker: Chancellor Andre Bouchard

1:30 Lunch

Afternoon Session: 2:45 P.M. - 5:00 P.M.

2:45 Recent Developments with LLCs and Limited Partnerships

  • Default fiduciary duties in LLCs: Yes or No?
  • General principles regarding modification of fiduciary duties in LLCs -- recent cases.
  • The meaning of good faith as applied by courts in the LP/LLC context
  • Standards of review for interested transactions and conflicts committee best practices

Moderator: Gregory P. Williams
Speakers: Eric Feldman, Louis Hering, Matt O’Toole, Srinivas Raju

3:45 Networking Break

4:00 Ethical Issues

  • Risks of Social Media
  • Disregarding known rules (attestations and Rule 23(a) affidavits)
  • Failure to prosecute, failure to meet and confer, failure to prepare
  • Failure to disclose conflicts, deceptive discovery practices, incomplete disclosure

Moderator: John K. Villa
Speakers: Hon. J. Travis Laster, Stephen P. Lamb

5:00 Adjourn

Co-Chair(s)
Stephen P. Lamb ~ Former Vice Chancellor, Delaware Court of Chancery, Paul, Weiss, Rifkind, Wharton & Garrison LLP
Hon. J. Travis Laster ~ Vice Chancellor, Delaware Court of Chancery
Gregory P. Williams ~ Richards, Layton & Finger, P.A.
Speaker(s)
Paula Howell Anderson ~ Shearman & Sterling LLP
Andre G. Bouchard ~ New Castle County Courthouse
T. Brad Davey ~ Potter Anderson & Corroon LLP
Eric Feldman ~ K&L Gates LLP
Ross Fieldston ~ Paul Weiss Rifkind Wharton & Garrison LLP
Henry E. Gallagher, Jr. ~ Connolly Gallagher LLP
Stuart M. Grant ~ Managing Director, Grant & Eisenhofer P.A.
John D Hendershot ~ Richards Layton & Finger PA
Louis G Hering ~ Morris Nichols Arsht & Tunnell
Stephen E Jenkins ~ Ashby & Geddes
Mark Lebovitch ~ Bernstein Litowitz Berger & Grossmann LLP
Theodore N. Mirvis ~ Wachtell, Lipton, Rosen & Katz
Marcus E. Montejo ~ Prickett, Jones & Elliott, P.A.
Matthew J. O'Toole ~ Potter Anderson & Corroon LLP
Srinivas M. Raju ~ Richards, Layton & Finger, P.A.
Robert S Saunders ~ Skadden Arps Slate Meagher & Flom LLP
Matthew Solum ~ Kirkland & Ellis LLP
Pamela S. Tikellis ~ Chimicles & Tikellis LLP
John K. Villa ~ Partner, Williams & Connolly LLP
Program Attorney(s)
Willis Goodmoore ~ Program Attorney, Practising Law Institute

New York City Seminar Location

PLI New York Center
, 1177 Avenue of the Americas, (2nd floor), entrance on 45th Street, New York, New York 10036. Message Center, program days only: (212) 824-5733.

New York City Hotel Accommodations

Crowne Plaza Times Square Manhattan, 1605 Broadway (at 48th Street), New York, NY 10019 (212) 977-4000. When calling, mention Practising Law Institute. You can also make reservations online to access PLI's rates.

The Muse, 130 West 46th Street, New York, NY 10036.  Please call reservations at 1-800-546-7866. When calling, please mention Practising Law Institute.  You can also book online at https://gc.synxis.com/rez.aspx?Hotel=26750&Chain=10179&promo=PRLW.

Millennium Broadway Hotel, 145 West 44th Street, New York, NY 10036. Please call reservations at 1-800-622-5569.  When calling, please mention Practising Law Institute.  You can also book online at https://gc.synxis.com/rez.aspx?Hotel=11533&Chain=5303&promo=PLAW.

Hyatt Times Square, 135 W. 45th Street, New York, NY 10036. For reservations, please call (646) 364-1234. When calling mention rate code CR56218 or Practising Law Institute.

PLI seminars qualify for credit in all states that require mandatory continuing legal education for attorneys. Please be sure to check with your state.

Please check the Credit Information box to the right of each product description for credit information specific to your state.

Special Note: In New York, newly admitted attorneys may receive CLE credit only for attendance at "transitional" programs during their first two years of admission to the Bar. Non-traditional course formats such as on-demand web programs or recorded items, are not acceptable for CLE credit. Experienced attorneys may choose to attend and receive CLE credit for either a transitional course or for one geared to experienced attorneys.  All product types, including on-demand web programs and recorded items, are approved for experienced attorneys.

Please Note: The State Bar of Arizona does not approve or accredit CLE activities for the Mandatory Continuing Legal Education requirement. PLI programs may qualify for credit based on the requirements outlined in the MCLE Regulations and Ariz. R. Sup. Ct. Rule 45.

If you have already received credit for attending some or the entire program, please be aware that state administrators do not permit you to accrue additional credit for repeat viewing even if an additional credit certificate is subsequently issued.

Credit will be granted only to the individual on record as the purchaser unless alternative arrangements (prearranged groupcast) are made in advance.

Item# 51325
Location:  New York, NY
We are sorry, but this program is no longer available for purchase online. For more information please call our Customer Service Department at (800) 260-4PLI.

Seminar attendance includes course handbook and associated course materials. A downloadable course handbook will also be available several days prior to the program start for your review.