Category: djcl

By: Shuo Li Delaware is considering a new business entity—the Artificial Intelligence Company (“AIC”)—whose operations would be managed by an AI agent.[1] The proposed legislation (hereinafter the “Draft”) was principally drafted by John Mark Zeberkiewicz, a corporate attorney at Richards, Layton & Finger in Wilmington.[2] The Draft would allow an AIC to have “only 1…

By: Bryn Wunder Introduction: Since 2008, when the town of Fenwick Island was chartered, Delaware has permitted the town to expand its voter rolls to include ‘artificial’ persons.[1] In the current version of the charter, last updated in 2018, the town permits “one (1) vote” to “[e]very property owner…whether a natural person or artificial entity,…

By: Dana Lutz I. Introduction In a recent Delaware Court of Chancery decision, the Court emphasized that current boards cannot reject nominations based on their personal assessments of prospective nominees’ unsuitability. Instead, any basis for rejection must rest on a failure to satisfy unambiguous advance notice bylaw provisions. In ATG Capital Opportunity Funds LP v.…

By: Shauna LaMagna The Delaware Supreme Court has given the New York Times it’s evidentiary blessing and designated it (and its anonymous sources) as a “trustworthy” news source. Recently, a seemingly understated §220 books and record request from the Employees’ Retirement System of Rhode Island (“Rhode Island”), a minority stockholder of Paramount Global, brought to…

By: Lauren McLane Think about your morning commute. How many turns do you take? At what point do you merge onto the highway? How many times a week do you grab a coffee at the Dunkin’ drive-through?  The little intricacies of commuter life are not especially intimate. Thousands of people share the road from one…

By: Kate Maginnis[1] Photo Credit Mitchell Leff, Getty Images (2020).   On March 25, 2026, only a day before the 162-game season started, Philadelphia Phillies now-first-basemen Alec Bohm brought a civil suit against his parents.[2] The suit, filed in Philadelphia County, alleges that Bohm’s parents, Daniel and Lisa Bohm, mismanaged various limited liability companies (“LLCs”)…

By: Allyson Kern The traditional trust has a simple premise: a settlor transfers property to a trustee to hold and manage for the benefit of another.[1] The beneficiary is central to that arrangement. The trustee manages the trust property for the beneficiary, who may enforce the terms of the trust.[2] At common law, a trust…

 BY: GEORGE R. TWARDY, III Brief Overview of EA Games and Why it’s in the News Electronic Arts Inc. (“EA Games”) was founded in 1982.[1]  After about eight years in the business, EA Games filed an initial public offering on March 26, 1990.[2] Since 1990, EA Games has been operating as a publicly traded company…

By: Noah Pearson Introduction Since the National Football League’s (NFL) inception in 1920, the NFL has consistently resisted moving away from its tightly controlled ownership structure. Many of these franchises are either sold from one billionaire to the next or are passed down to the owner’s next of kin. But, in August 2024, NFL owners…

By: Mark Calhoun Introduction The tumultuous litigation in Delaware’s Court of Chancery, over a CEO’s incentive-based compensation plan, for one of the world’s wealthiest persons, altered the landscape of corporate litigation remedies and the valuation of plaintiffs’ attorneys’ fees. The Supreme Court of Delaware’s decision in In re Tesla, Inc. Derivative Litigation[1] reversed the Court…