Corporate Law

The Delaware Counsel Group LLC (“DCG”) advises public companies, including boards of directors and their committees, as to issues of discharging fiduciary duties, and provides advice in connection with the sale of assets and advice in operating subsidiaries.  Often times, we render Delaware legal opinions on these various issues.  In the instance where a legal opinion is not required, we provide valuable guidance, a detailed response or a quick answer necessary to reach the next stage of a transaction.

Representative Matters


Restructuring: Advised on issues of Delaware law and provided Delaware legal opinions to a publicly traded $6.9 billion global automotive supplier, with respect to a $3.5 billion exit facility agreement in connection with its emergence from bankruptcy.

Stock Sales:  Advised on issues of Delaware law and provided legal opinions in connection with the sale of shares in a publicly traded company based in Beijing.

Fiduciary Duties:  Advised management of a public company on its fiduciary duties to its various limited liability company venture partners.

Initial Public Offering: Reviewed and assisted in preparation of certificate of incorporation and bylaws; assisted in preparation of disclosure regarding same and provided Delaware law opinion with respect to shares to be issued.

Delaware Holding Company: Represented Delaware holding company of major U.S. Bank in connection with all board of director and management meetings and Delaware issues.

Board of Directors: Represented a board of directors at the annual meeting of shareholders of a public company.

Shareholder Demands: Established a strategy in compliance with Delaware law along with company’s co-counsel and board of directors.