Lisa Stark has authored a report on recent judicial developments in Delaware corporate law, which can be downloaded here.

The cases discussed include:

Lawyers drafting contracts (including operating agreements for LLCs and other business entities) often use "notwithstanding anything to the contrary" clauses to lend preclusive effect to a particular section.  For example, an agreement might contain a provision that "notwithstanding anything to the contrary in this agreement, any Member may engage in other business without the permission of the Company or the other Members."

[UPDATE: At the Volokh Conspiracy blog, Ilya Somin posted this past August a lengthy post on the intersection between constitutional law and asset forfeiture.]

After concluding that neither party had presented a reasonable valuation alternative method, the Court of Chancery used the merger price to determine “fair value” in a recent statutory appraisal proceeding where the sales process leading up to the merger had been judicially challenged, reviewed a