Tag Archives: fiduciary duty

Can Creditors File A Derivative Action Against Limited Liability Company?

In CML V, LLC v. Bax, No. 735, 2010 (Del. Supr. Sept. 2, 2011) (click here for .pdf of opinion), the Delaware Supreme Court addressed the questions of whether a creditor can file a derivative action against a limited liability company. Plaintiff CML asserted the following derivative claims against the present and former members of… Continue Reading

Delaware Bankruptcy Court Imposes Caremark Duty Of Care On Corporate Officers

By Posted in Corporate & Fiduciary Litigation

Francis Pileggi, in this post, discusses the Delaware Bankruptcy Court’s opinion in the case of Miller v. McDonald (In re World Health Alternatives, Inc.), 2008 WL 1002035 ( Bankr., Del. April 9, 2008) (pdf opinion here). In this opinion on a motion to dismiss claims against an officer of a company, the Bankruptcy Court relied on decisions of the Delaware… Continue Reading

Texas Bankruptcy Court Finds Georgia Courts Would Not Recognize Tort of Deepening Insolvency; Denies Motion To Dismiss Based On Exculpation Provision

By Posted in Corporate & Fiduciary Litigation, Miscellaneous Cases

Posted By: Scott B. Riddle, Esq. In Kaye v. Dupree, et al. (In re Avado Brands, Inc.), Adv. No. 05-3823, 2006 Bankr. LEXIS 3631 (Bankr. N.D. Tex. December 28, 2006), the Trustee of the Debtor’s Litigation Trust filed a post-confirmation suit against the Debtor’s former officers and directors. The causes of action included preferential transfers,… Continue Reading

Del. Chancery – Deepening Insolvency Is Not A Valid Cause Of Action, Or A “Coherent Concept,” Under Delaware Law

By Posted in Miscellaneous Cases

In Trenwick America Litigation Trust v. Ernst & Young, LLP, et al, 906 A.2d 168, 2006 Del Ch. LEXIS 139 (Del. Ch. August 10, 2006), the Chancery Court firmly held that deepening insolvency is not a valid cause of action under Delaware law. It will be interesting to see how the Delaware Supreme Court rules… Continue Reading