Archive:January 4, 2018

1
CHANCERY COURT HOLDS BUSINESS STRATEGY DISPUTES MAY NOT BE RESOLVED BY APPOINTMENT OF A RECEIVER UNDER SECTION 291

CHANCERY COURT HOLDS BUSINESS STRATEGY DISPUTES MAY NOT BE RESOLVED BY APPOINTMENT OF A RECEIVER UNDER SECTION 291

By: Annette Becker and Rich Minice

In, In re: Geneius Biotechnology, Inc., C.A. No. 2017-0297-TMR (Del. Ch. Dec. 8, 2017), the Delaware Court of Chancery denied a minority stockholder’s petition for the appointment of a neutral third-party receiver under Section 291 of the Delaware General Corporation Law (“DGCL”) because the petitioner minority stockholder failed to prove, by clear and convincing evidence, that Geneius Biotechnology, Inc. (“Geneius”) was insolvent.  The court held that Section 291 actions are not to be used as a method of resolving business strategy disputes between stockholders and management.

Read More

Copyright © 2024, K&L Gates LLP. All Rights Reserved.