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Partners James Patton and Rolin Bissell discuss the use of independent fiduciaries in conflict transactions.


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Corporate Counseling and Litigation

Young Conaway's Corporate Counseling and Litigation practice group provides representation and advice to corporations, directors, officers, stockholders and other law firms. Our practice ranges from advising on the structure and negotiation of corporate transactions to defending (or challenging) transactions in the courtroom.
Young Conaway's Corporate Counseling and Litigation Section provides representation and advice to corporations, directors, officers, stockholders and other law firms. Our practice ranges from advising on the structure and negotiation of corporate transactions to defending (or challenging) transactions in the courtroom.

Attorneys within our section have extensive experience in guiding our clients through takeover battles and dissident stockholder situations. Our attorneys also have extensive experience in:
  • the prosecution and defense of litigation involving contests for corporate control,
  • going private transactions,
  • valuation disputes,
  • director and officer indemnification and advancement,
  • alternate entity (i.e., partnerships, limited partnerships, and limited liability companies) issues, and
  • every other manner of corporate and alternate entity dispute in the Delaware courts. 

Some of the higher profile matters in which our attorneys have played an active role include those that produced the landmark Revlon, Time/Warner, QVC, Omnicare and Disney decisions of the Delaware Supreme Court.

Members of Young Conaway's Corporate Counseling and Litigation Section also have deep experience as trial lawyers and have played leading roles in major litigation in the Delaware Court of Chancery, including IBP v. Tyson (winning specific performance of a merger agreement); In re Pure Resources, Inc. S’holders Litig. (enjoining tender offer by majority stockholder); Hollinger v. Black (enjoining a controlling stockholder’s attempted sale of control), Frontier v. Holly (termination of a merger agreement), Express Scripts v. Caremark, (attack of deal protection measures), Upper Deck v. Topps (winning release from standstill to make superior offer), Highfields Capital, Ltd. V. AXA Financial, Inc. (successful defense of appraisal action), and Dobler v. Montgomery Cellular (successful prosecution of appraisal action).

Attorneys in this section include members of the Council of the Corporation Law Section of the Delaware State Bar Association, which monitors and drafts amendments to the Delaware General Corporation Law, as well as several members of the Business Law Section of the American Bar Association. In addition, several members of our Corporate Counseling and Litigation practice group publish and speak on corporate law topics and are active participants in groups dedicated to the betterment of corporate law including the Institute of Law and Economics at the University of Pennsylvania, the Tulane Corporate Law Institute, and the Weinberg Center for Corporate Governance at the University Delaware.