Matthew Peller

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First Department of New York Loosens the Standard for “Piercing the Corporate Veil”

Delaware law generally respects corporate separateness, but in rare cases will disregard the corporate form to prevent fraud or injustice.  Earlier this year, in Manichaean Capital, LLC v. Exela Technologies, Inc., 2021 WL 2104857 (Del. Ch. May 25, 2021), Vice Chancellor Slights issued the first Delaware decision recognizing reverse veil-piercing, in which liability is…

Delaware Supreme Court Adopts Limited Practice Privilege For 2020 Bar Applicants – First State Update

When can an investor bring an action against corporate directors and officers directly – i.e., on behalf of the investor herself, rather than derivatively, i.e., on behalf of the company?  In a September 20, 2021, decision, the Delaware Supreme Court clarified a split in authority over whether corporate overpayment claims are direct or derivative…