September 16, 2016 – Delaware Docket

Chancery Court Finds Unqualified Inspection Right in Statutory Trust Agreement Renders Default Preconditions and Defenses Inapplicable

Sep 16 2016

In Grand Acquisition LLC v. Passco Indian Springs DST, C.A. No. 12003-VCMR (Del. Ch. Aug. 26, 2016) the Delaware Court of Chancery found that under the Delaware Statutory Trust Act (the “Act”), the governing instrument of a Delaware statutory trust (DST) does not need to affirmatively disavow the preconditions and defenses applicable to inspection rights related to a DST’s books and records under Section 3819 of the Act in order to create a separate and distinct contractual right that can, in some circumstances, render statutory preconditions and defenses inapplicable to such requests. Read More

Innocence Lost: The Rebuttable Presumption Of Stock Ownership

Sep 16 2016

By Joanna Diakos Kordalis and Priya Chadha

In Pogue v. Hybrid Energy, Inc., C.A. No. 11563-VCG (Aug. 5, 2016), the Court of Chancery held that inclusion of a party (in this case the plaintiff) in a stock record provides a prima facie but rebuttable case that such party is a stockholder of record for purposes of seeking books and records under DGCL Section 220. In Pogue, the Court held that the defendant had successfully rebutted the presumption that plaintiff was a stockholder by clear and convincing evidence and therefore the Court denied the plaintiff the relief sought and granted the defendant’s motion for summary judgement.

Archive:September 16, 2016