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Results: 1-10 of 21

Creditors of insolvent limited liability companies cannot sue derivatively
  • Katten Muchin Rosenman LLP
  • USA
  • September 9 2011

The Supreme Court of Delaware recently held that creditors of insolvent Delaware limited liability companies (LLCs) lack standing to bring derivative suits on behalf of the LLCs


Delaware Court upholds transfer of voting interests to an existing LLC member
  • Katten Muchin Rosenman LLP
  • USA
  • August 12 2011

The Delaware Court of Chancery has upheld the assignment of a Delaware limited liability company membership interest, including the voting rights associated with that interest, to an existing member of the LLC


Delaware standing requirements do not apply to derivative suit involving Spanish corporation's Delaware subsidiary
  • Katten Muchin Rosenman LLP
  • USA
  • January 6 2012

The plaintiff, Sagarra Inversiones, S.L. (Sagarra), the minority shareholder in Corporación Uniland S.A. (Uniland), a Spanish Corporation, sought to rescind the sale to Uniland of Giant Cement Holdings, Inc. (Giant), a company controlled by the defendant, Cementos Portland Valderrivas (CPV), the majority shareholder of Uniland


Missouri court holds that economic loss doctrine bars plaintiff's tort claims
  • Katten Muchin Rosenman LLP
  • USA
  • March 16 2012

A Missouri district court recently ruled that a negligent misrepresentation claim was barred by the economic loss doctrine in a case involving a merchant-to-merchant sale of allegedly defective products


Improper accounting adjustments held insufficient basis for securities fraud claims
  • Katten Muchin Rosenman LLP
  • USA
  • March 18 2011

A federal district court in California recently dismissed class action securities fraud claims arising out of several improper accounting adjustments made by VeriFone Holdings, Inc


Delaware has jurisdiction over corporation based on claims arising out of performance of predecessor's contracts
  • Katten Muchin Rosenman LLP
  • USA
  • June 10 2011

The Superior Court of Delaware recently denied a motion to dismiss for lack of personal jurisdiction, holding that, following a merger, the defendant corporation continued to transact business within Delaware and, in connection with that business, caused injury within the state


Directors' bonuses tied to sale rendered them interested
  • Katten Muchin Rosenman LLP
  • USA
  • June 10 2011

The Delaware Court of Chancery sustained in part the claims of a plaintiff investor challenging a company's sale of its primary asset based upon allegations that the vote of the individual director defendants approving the sale was tainted by bonuses they received tied to that sale


Pennsylvania district court holds Swiss corporation is not alter ego of US corporation
  • Katten Muchin Rosenman LLP
  • USA
  • October 21 2011

The plaintiff, a corporation seeking to recover outstanding debts incurred by TCI Trans Commodities A.G. (TCI Switzerland), a bankrupt Swiss entity, sued Trans Commodities, Inc. (TCINY), a New York corporation, to collect the debt


Delaware court authorizes new theory of tortious interference with contract
  • Katten Muchin Rosenman LLP
  • USA
  • April 15 2011

Deciding an issue of first impression, the Superior Court of Delaware recently authorized the assertion of claims based on a new theory of tortious interference with contract, but ruled that the plaintiff failed to state a claim under that theory


Class certification of fraud claim denied
  • Katten Muchin Rosenman LLP
  • USA
  • January 28 2011

A federal district court recently held that a group of aggrieved consumers will not be able to pursue their fraud claims as a class against the company that purportedly deceived them because the company's growing awareness that the customers would not receive their merchandise raised questions of fact requiring individualized adjudication