Corporate Litigation in the Delaware Court of Chancery (SC)

Section 1, J-Term 23

Schedule Information

Enrollment: 9/16
Credits: 1
Days* Time Room Start Date End Date
  • TWRF
  • 0900-1200
  • WB121
01/17/2023 01/20/2023
*“R” means Thursday

Course Description

This course will explore corporate litigation in the Delaware Court of Chancery, the nation’s preeminent forum for resolving business disputes, from a doctrinal and practical perspective. It will introduce students to the Court’s unique features and role in the world of corporate litigation. With that context, students will dive into examples of litigation regarding statutory rights under the Delaware General Corporation Law, and equitable claims for breach of fiduciary duty against the company’s leadership. In particular, we will discuss the anatomy of litigation over derailed deals and governance failings. We will also think about how different variables can alter the Court’s consideration of the case, like the presence of a controlling stockholder or a ratifying stockholder vote. This course will be useful for those interested in litigating corporate disputes, or designing corporate transactions to avoid litigation. The course is taught by a sitting member of the Court of Chancery using many of her own cases, with assistance from a former law clerk and current practitioner before the Court.

Course Requirements

Exam Info:
Final Type (if any): None
Description: None

Written Work Product
Written Work Product: Students will submit a paper in the form of a brief on an assigned fact pattern and procedural posture. No external research is expected or permitted. The paper will be due via EXPO by noon on Feb. 3rd.

Other Work

Other Course Details
Prerequisites: (Corporations (6103) OR Corporations (Law & Business) (6109)) Concurrencies: (Corporations (6103) OR Corporations (Law & Business) (6109))
Mutually Exclusive With: None
Laptops Allowed: No
First Day Attendance Required: Yes
Course Resources: To be announced.
Course Notes: Alex Krischik '15, associate at Richards Layton & Finger, PA will be assisting Prof. Zurn with this course.

Graduation Requirements

*Satisfies Writing Requirement: No
**Credits For Prof. Skills Requirement: No
Satisfies Professional Ethics: No

*If “Yes,” then students are required to submit a substantial research paper in this course, which means students do not need to submit any form to SRO for this paper to meet their upper-level writing requirement. If “No,” then students must submit a “special request” e-form to SRO (available via LawWeb) no later than five weeks after the start of the term for a paper in this class to be counted toward the upper-level writing requirement.

**Yes indicates course credits count towards UVA Law’s Prof. Skills graduation requirement, not necessarily a skills requirements for any particular state bar.

Schedule No.
Law No.
Modified Type
Cross Listed: No
Cross-Listed Course Mnemonic:
Public Syllabus Link: None
Evaluation Portal Via LawWeb Opens: Saturday, January 14, 12:01 AM
Evaluation Portal Via LawWeb Closes: Monday, January 23, 11:59 PM