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Entire Disney Opinion Now Online

The much heralded Disney opinion is now online at the Delaware Chancery Court's website. There is little, if any, new law here. It is application of existing law to the facts of a specific case. However, it does succinctly summarize the law on the duties of officers and directors of a corporation in a rather brief section - pages 104 to 125, or 21 pages of a 175 page defense verdict. The Chancellor did analyze whether there is an emerging claim for breach of the duty of good faith by an officer or director of a corporation, concluding that an action might exist in Delaware.