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In Re S. Peru Copper Corp. S’holder Derivative Litig., C.A. no. 961- CS (Del. Ch. Oct. 14, 2011) (Strine, C.)

  • Potter Anderson & Corroon LLP
  • -
  • USA
  • -
  • October 25 2011

In this memorandum opinion, Chancellor Strine held that the sale of a controlling shareholder’s 99.15 interest in a non-public Mexican mining company to its subsidiary was unfair

In re Massey Energy Company derivative and class action litigation, C.A. No. 5430-VCS (Del. Ch. May 31, 2011)

  • Potter Anderson & Corroon LLP
  • -
  • USA
  • -
  • June 6 2011

In this opinion Vice Chancellor Strine declined to enjoin a merger between Massey Energy Co. (“Massey”) and Alpha Natural Resources, Inc. (“Alpha”), pursuant to which Massey shareholders will receive Alpha stock and $10 cash per share

In re Atlas Energy Resources, LLC, Unitholder Litig., Consol. C.A. No. 4589-VCN (Oct. 28, 2010) (Noble, V.C.).

  • Potter Anderson & Corroon LLP
  • -
  • USA
  • -
  • November 5 2010

In this opinion addressing a motion to dismiss claims against the directors, officers, and controlling unitholder of a limited liability company, the Court of Chancery held that (i) upon eliminating the traditional fiduciary duties owed by an LLC's managing directors and officers, an LLC agreement may instead impose a contractually defined standard of subjective good faith, and (ii) where an LLC agreement's conflict resolution provision does not expressly provide for the resolution of potential conflicts of interest between members, the interested transaction may still be subject to challenge at least against the interested member, including scrutiny under the entire fairness standard of review, despite the LLC's compliance with the conflict resolution provision's requirements

Addy v. Piedmonte, et al.

  • Potter Anderson & Corroon LLP
  • -
  • USA
  • -
  • March 18 2009

This case involves plaintiff’s investments in several oil and gas explorations projects with the defendants