Category: 2025
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Teamwork Makes the Dream Work: How Business Leaders Joining School Boards Can Benefit Delaware School Districts—and Students
Brendan Sullivan Staff Editor, Delaware Journal of Corporate Law, Volume 50 Introduction Efficient organizations are led by effective leaders. This is no different for school districts led by board members. Most educators would typically tell you that they want board members to have educational experience to lead districts, as they want to know that leadership…
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76ers’ Arena Saga: The Legal Implications of a Billion-Dollar Partnership
Joseph Pettinato Staff Editor, Delaware Journal of Corporate Law, Volume 50 Introduction In July 2022, the Philadelphia 76ers announced a $1.3 billion project to build a privately funded arena in Center City as a result of their current lease in the Wells Fargo Center, expiring in 2031.[1] However, the organization has abandoned their thoroughly assembled…
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Anti-Bootstrapping: Muddled Meaning Provided Clarity
Brady O’Neill Styles Editor, Delaware Journal of Corporate Law, Volume 50 Introduction Delaware law has long recognized that a claim of fraud cannot be “bootstrapped” to a claim of breach of contract.[1] The purpose of the anti-bootstrapping rule (the “Rule”) is to prevent a party pleading breach of contract to assert a claim of fraud…
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Fore, Left! How the PGA Tour Can Navigate Errant Shots Taken by LIV Golf in an Attempt to Poach Their Top Stars
Michael Miranda Web Editor, Delaware Journal of Corporate Law, Volume 50 Introduction In the world of professional sports, contracts are everything. The introduction of LIV Golf (“LIV”) has not only disrupted golf viewership and fan satisfaction but has also enabled players to break away from their engagements with the PGA Tour (the “Tour”) without any…
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A Course Correction for Controlling Shareholder Transactions
Stephen M. Bainbridge* *William D. Warren Distinguished Professor of Law, UCLA School of Law. I thank a group of prominent practitioners with whom I conducted off-the-record interviews. In this article, I have honored their requests for anonymity so they could speak candidly about trends in Delaware law and the Delaware courts. *This Article appears in…
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Private Equity in Distress: How Chapter 11 Offers a Lifeline
James Diver External Managing Editor, Delaware Journal of Corporate Law, Volume 50 Private Equity in a Nutshell Private equity (“PE”) refers to a type of investment fund that buys, manages, and sells companies to generate returns for their investors. These funds are typically structured as limited partnerships and normally invest in private companies. PE firms…
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The Delaware Supreme Court Broadens the Scope of Cantor Fitzgerald in a Certified Question of Law from the Seventh Circuit [1]
Shelby Stack Staff Editor, Delaware Journal of Corporate Law, Volume 50 Introduction Justice Traynor, writing for the Delaware Supreme Court in Cantor Fitzgerald, L.P. v. Ainslie, reinforced that Delaware “hold[s] freedom of contract in high—some might say, reverential—regard[,]” by concluding that a forfeiture-for-competition provision in a limited partnership agreement warranted review under the employee choice…
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Panning Out to Save the World
Allyce M. Andricola Internal Managing Editor, Delaware Journal of Corporate Law, Volume 50 I. The Social Media Pipeline to Overconsumption Consumerism drives an economy, but at what point does purchasing products do more harm than good? In today’s world, social media is the driving force for consumerism. Advertisements bombard social media apps like Instagram, Facebook,…
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Quick Refresher on Third Party Beneficiary Law and Lost-Premium Provisions Regarding Shareholders and Merger Agreements in Delaware
Jenna Muttik Staff Editor, Delaware Journal of Corporate Law, Volume 50 I. Introduction In a society that relies on contracts, it is common for individuals who are not parties to a contract to attempt to enforce it when it is intended to benefit them. Meanwhile, contractual privity is a staple of contract law: only parties…
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Legal Objections Continue to Stall Enforcement of Corporate Transparency Act Reporting Requirements
George Twardy III Staff Editor, Delaware Journal of Corporate Law, Volume 50 I. Brief Overview of the Corporate Transparency Act The Corporate Transparency Act (CTA) was enacted on January 1, 2021, as part of the William M. (Mac) Thornberry National Defense Authorization Act (NDAA) for Fiscal Year of 2021.[1] The CTA was created to help…
