Editorial |
Will Pugh
Business Courts from Tennessee to Delaware
Vanderbilt Law School and the lief granted thereafter “is just not going to and (ii) a possibility of irreparable harm Nashville Bar Association recently hostmatter.” if relief is not granted before a sp ed a CLE seminar conducted by Vice Chancellor Martin’s Hines v. Good date. If this standard is met, the entire Chancellor Joseph R. Slights III of the Horse Business Court case (No. 21Delaware court system is prepared to go Delaware Court of Chancery and Chan0737-BC) serves as a prime example. to extreme lengths to meet the parties’ cellor Anne C. Martin of the Chancery There, a complaint and motion for prelimdeadlines. For example, in the 1993 Court of Davidson County. Chancellor inaryinjunctionfiled ( onAugust Paramount )120, v. QVC litigation, a complaint Martin also serves as the Business Court sought guidance that, if not granted bewas filed on October,3192seeking Docket judge by virtue of her appointfore August 31, would potentially scuttle an injunction to stop a transaction. Folment by the Tennessee Supreme Court. an $80 million transaction. Chancellor lowing 31 depositions, the production of The seminar, titled Business Courts from Martin was able to issue her Memoran1 million pages of documents, 400 pages Tennessee to Delaware focused on the dum and Order on August 20 in which of briefing, and an evidentiary heari business court movement. Both judgshemadepreliminaryfactualfindings the Courtand of Chancery issued a 60-page es emphasized that the “business court construed multiple, complex, provisions opinion granting a preliminary injunction model” works and that, where appropriof the Purchase and Sale Agreement. on November 23. Following an expeate, litigators should advise their clients With this guidance, the parties were able dited appeal and hearing, the Delaware to utilize business courts. to resolve their dispute1—meaning that SupremeCourtaffirmedonDecember.9 When asked to define business the real estate development project could This extraordinary pace is intended to encourts, both judges agreed. Business proceed. sure that the Delaware courts can “move courts prioritize exibility, fl speed, Both and the Tennessee Business (continued on page 23) well-written opinions that can be made Court and the Delaware Court of Chanavailable to reduce legal uncertainty in cery have procedural mechanisms for the future. Drawing on the first litigants twotoofinform the court of key deadthese themes, and to quote Vice Chanlines in their disputes soon after the cellor Slights, business cases frequently commencement of proceedings. In Delhave time constraints such that if the aware, parties may file a Motion to Ex parties cannot receive guidance from pedite—which requires a showing of: (i) the court before a specific- date, a colorable any reclaim (a non-frivolous claim)
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NASHVILLE BAR JOURNAL | APRIL/MAY 2022
