Experts Discuss Past, Future of Delaware Chancery Court
Leading scholars and practitioners gathered for a vibrant exchange with the court’s chancellor and all of its sitting vice chancellors
Columbia Law School recently hosted a group of more than 300 corporate law professors and securities litigators for a conference examining key developments at the Delaware Court of Chancery under former chancellor William B. Chandler III and assessing the future of the country’s leading business court.
The conference, titled “The Delaware Court of Chancery: Change and Continuity,” included panel discussions on the evolution of mergers and acquisitions litigation during the Chandler era, trends and developments in specialized business courts, and key issues facing the court under its current chancellor, Leo E. Strine Jr.
John C. Coffee Jr., the Law School’s Adolf A. Berle Professor of Law, co-chaired the day-long event with Justice Jack B. Jacobs of the Delaware Supreme Court and William Savitt ’97, a partner in the litigation department of Wachtell, Lipton, Rosen & Katz in New York City.
The conference included a discussion on the court’s competitors, with some panelists suggesting plaintiffs’ attorneys have been more prone to file cases in federal courts and business courts in other states because of a perception that they can receive higher fees or less scrutiny in other forums. Coffee struck a diplomatic tone in outlining the conference organizers’ assessment of the Delaware Court of Chancery and other state-based business courts. “Our premise is not that one side is better,” Coffee said, “but that judges should communicate, and that they can learn from one another.”
In the conference’s final session, Coffee hosted what he referred to as the “Chutzpah Panel”—a group of academics and practitioners tasked with analyzing the court’s effectiveness in handling a range of issues, including executive compensation, shareholders’ rights, and creditor protection.
During that session, panelist Jeffrey N. Gordon, the Law School’s Richard Paul Richman Professor of Law, noted that much of what is taken for granted in the realm of executive compensation, including the payouts and golden parachutes that have sparked public outrage, has its roots in the decisions of the Delaware Chancery Court. “Decisions taken in the next term of the court will crucially affect whether existing compensation patterns will persist or change,” Gordon said.