Delaware General Corporation Law Amendments 2024: Governance Rights, Transaction Approval, Lost Premium Damages

Mr. Cannizzaro, III, chairs the firm's Corporate/Mergers & Acquisitions practice. He is a seasoned corporate lawyer, focusing on mergers and acquisitions, corporate governance, alternative entity issues, and securities. Mr. Cannizzaro,III, represents public and private companies and private equity sponsors in complex US and cross-border transactions, including mergers, acquisitions, investments, dispositions, spinoffs, joint ventures, energy infrastructure projects, restructuring, bankruptcy and distressed M&A, and SPACs. Beyond discrete transactions, he provides counsel to international and domestic clients in connection with their ongoing business and operations.  

Mr. Grzaslewicz is a Partner in the Corporate and Commercial Litigation Groups. He is an experienced Delaware litigator focusing his practice on litigation involving corporations and other business entities formed under Delaware law. Mr. Grzaslewicz represents clients in the Delaware Court of Chancery in various business disputes. His experience includes litigating breach of fiduciary duty, breach of contract, and fraud actions, as well as litigating disputes arising under Delaware’s corporate and alternative entity statutes, including control contests, demands for books and records, and demands for advancement and indemnification. Mr. Grzaslewicz also has an active practice before the Complex Commercial Litigation Division of the Delaware Superior Court, including, most recently, successfully prosecuting a post-acquisition fraud claim as first chair litigation and trial counsel, which resulted in a multi-million dollar judgment for his client.

Mr. O'Connell represents companies, members of management, and investors in business disputes belore the Delaware courts. He also counsels companies, directors, officers, and managers of Delaware business entities in connection with transactions that involve litigation risk. Mr. O'Connell has represented parties in the Delaware Court of Chancery in disputes over the ownership, control, and management of Delaware business entities, including corporations, partnerships, and limited liability companies. His clients include companies, founders, and significant investors, as well as directors, officers, general partners, and other members of senior management. Mr. O'Connell frequently litigates claims for breach of fiduciary duties and breach of limited partnership agreements and limited liability company agreements, as well as governance disputes and control contests, advancement actions, books and records litigation, appraisal actions, and other statutory proceedings under the Delaware General Corporation Law, the Delaware Limited Liability Company Act, and the Delaware Revised Uniform Limited Partnership Act.