Month: March 2026
Delaware Supreme Court Rejects Constitutional Challenges to DGCL Safe Harbor Amendments
On February 27, 2026, the Delaware Supreme Court upheld two key amendments to Section 144 of the Delaware General Corporation Law (DGCL) passed as part of Senate Bill 21 (SB21). The ruling – issued in Rutledge v. Clearway Energy – was a win for the Clearway defendants and supporters of […]
Delaware Supreme Court Reverses Moelis, Holding Claims Regarding Stockholder Agreement Are Time-Barred
On January 20, 2026, the Delaware Supreme Court issued a highly anticipated opinion in Moelis & Company v. West Palm Beach Firefighters’ Pension Fund, rejecting a minority stockholder’s challenge to a company’s stockholder agreement with its founder. Reversing a Delaware Court of Chancery decision, the Delaware Supreme Court held that […]
Featured in Law360: 3 Cases Highlight SEC Distinction Between Exec, Co. Liability
Law360 recently published an article authored by Cooley attorneys Tejal Shah and Bingxin Wu examining three recent Securities and Exchange Commission (SEC) enforcement actions involving public companies that provide insight on the circumstances in which the SEC holds companies versus executives accountable for disclosure violations. As the article explains, the […]