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Stockholder Actions and Delaware Law

As counsel to some of the leading Delaware institutions and individual fiduciaries, Thompson & Knight provides knowledgeable and sophisticated guidance to help them carry out their legal responsibilities effectively while avoiding conflict of interest or breach of fiduciary duty claims.


We understand the stringent legal and technical standards governing corporate and individual fiduciaries under Delaware law and advise, represent, and defend the most skilled fiduciaries dealing with beneficiaries’ expectations and demands.


Representative Matters:

  • Represented former board members of publicly traded oil and gas company over allegations of fraud, breach of fiduciary duty and fraudulent transfer
  • Represented NYSE-listed jewelry and bullion company in shareholder derivative suit and 10b-5 class-action alleging breaches of fiduciary duty and securities fraud
  • Represented former NASDAQ-listed oil and gas company and former executives in lawsuits related to $4.4 billion tender offer and merger, including injunction and class certification hearings
  • Represented NYSE-listed independent energy company in shareholder litigation over billion-dollar acquisition of oil and gas company, including Section 14 claims, alleging breach of fiduciary duty
  • Represented NYSE-listed energy company and its board of directors in a class action lawsuit involving claims for breach of fiduciary duty in connection with a merger and acquisition
  • Advise financial service company senior management on litigation risk, and risk avoidance and mitigation strategies, in connection with corporate governance and transactional matters governed by Delaware law