Program Brings Together Judges for a Look at Interplay Between Federal Bankruptcy and State Corporate Law
Web Editor - Published: April 19, 2012
“The Bankruptcy Court is the Court that can see the big picture,” said Vice Chancellor J. Travis Laster of the Delaware Court of Chancery as he spoke as part of an afternoon judicial roundtable at “Fiduciary Duties at the Intersection of Federal Bankruptcy and State Corporate Law,” a daylong CLE hosted by Widener Law’s Institute of Delaware Corporate and Business Law held on Monday, April 16th, 2012 on Widener Law’s Delaware campus.

The program brought together academics, corporate and bankruptcy law practitioners, as well as members of the judiciary to look at how state courts and federal bankruptcy courts should operate when dealing with concurrent causes of action resulting from breach of fiduciary duty claims connected with bankruptcy cases, as well as other areas of intersection between federal bankruptcy law and state corporate law.

The judicial roundtable held following the luncheon brought together Delaware Supreme Court Justices Randy J. Holland and Jack B. Jacobs; Judges Christopher S. Sontchi, Brendan L. Shannon, Kevin J. Carey, and Chief Judge Kevin Gross of the Bankruptcy Court for the District of Delaware; and Judge Jan R. Jurden of the Delaware Superior Court, Complex Commercial Litigation Division in addition to Vice Chancellor Laster. Widener Law’s Ruby R. Vale Professor of Corporate Law Lawrence A. Hamermesh, who also organized the conference, served as the moderator for the distinguished panel of jurists.

In discussing how a state court and a federal bankruptcy court might be able to work together to settle questions of jurisdiction, Chief Judge Gross noted a preference for trying to allow the participants in a given legal action deference as to choice of venue. He said of himself and his fellow Bankruptcy Court for the District of Delaware judges, “We think of ourselves as Delaware judges,” and, “I don’t see why we can’t be in position to decide these issues.”

In addition to the judicial roundtable, the program featured four panels; Stern v. Marshall and Other Jurisdictional Issues Relating to Breach of Fiduciary Duty Claims Arising in Connection with Bankruptcy Cases; Good Faith and the Business Judgment Rule in Bankruptcy Cases; The Role of Operating Agreements in Shaping Fiduciary Duties of Managers and Independent Directors in Relation to Insolvency, Distress, and Bankruptcy Litigation; and Series LLCs in Bankruptcy: A Frank Discussion.

The day kicked off with a welcome from Dean Linda L. Ammons. She discussed the exceptionality of the Delaware legal community and the close working relationship between the bench and the bar in addition to welcoming everyone to the program before turning the podium over to Professor Hamermesh.

Citing the tendency toward specialization in the legal services industry, Professor Hamermesh said, “I think it is increasingly important that we can come together,” of bankruptcy law practitioners and corporate and business law practitioners. He also made a point to thank all of the panelists and moderators, as well as Special Programs Coordinator Connie Sweeney for their work in putting the program together.

Widener Law gratefully acknowledges all of the generous sponsors who helped make the program possible, including Pachulski Stang Ziehl & Jones LLP; Skadden, Arps, Slate, Meagher & Flom LLP; Young Conaway Stargatt & Taylor, LLP; Foley & Lardner LLP; Morris, Nichols, Arsht & Tunnell LLP; Richards Layton & Finger; Potter Anderson Corroon LLP; The Ruby R. Vale Foundation; and the Office of the Secretary of State of the State of Delaware.