Split Delaware High Court Overturns Dismissal In Breach Of Fiduciary Duty Suit

Mealey's (July 2, 2020, 2:05 PM EDT) -- WILMINGTON, Del. — A Delaware Chancery Court vice chancellor erred in dismissing a breach of fiduciary duty claim against the former CEO of a professional services firm after he failed to disclose to his company’s board of directors that he had been offered a lucrative compensation package in exchange for obtaining shareholder approval of a proposed merger deal because the trial court ignored certain shareholder disclosure cases in deciding whether the CEO’s alleged omissions were material to the board, a divided Delaware Supreme Court ruled June 30 (City of Fort Myers General Employees’ Pension Fund, et al. v. John J. Haley, et al., No. 368, 2019, Del. Sup., 2020 Del. LEXIS 225)....