Supreme Court of Delaware

In an action challenging whether certain actions by defendant constituted a cancellation of shares, summary judgment for plaintiffs is affirmed where: 1) defendant failed to make a prima facie showing that a 1996 distribution agreement was a preexisting valid and enforceable agreement to transfer plaintiffs-companies' shares; and 2) the Court of Chancery correctly concluded that defendant's action amounted to a cancellation of stock followed by the issuance of new shares to different shareholders.

Appellate Information

• Decided 03/03/2008
• Published 03/03/2008

Judges

• JACOBS, Justice:, Before HOLLAND, BERGER and JACOBS, Justices.

Court

• Supreme Court of Delaware

Counsel

• For Appellant:
  
• Kathleen M. Miller and Joelle E. Polesky (argued), Esquires, of Smith, Katzenstein & Furlow, LLP, Wilmington, Delaware;  for Appellant.


• For Appellees:
  
• Arthur G. Connolly, III and Henry E. Gallagher, Jr., Esquires, of Connolly, Bove, Lodge & Hutz LLP, Wilmington, Delaware;  Of Counsel:  Peter J. Kahn and Edward C. Reddington (argued), Esquires, of Williams & Connolly LLP, Washington, D.C.;   for Appellees.