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Delaware Law Developments 2019: What All Business Lawyers Need to Know

 
Author(s): Tamika R. Montgomery-Reeves, Amy Simmerman, Catherine G. Dearlove
Practice Area: Corporate & Securities
Published: May 2019
ISBN: 9781402434068
PLI Item #: 253499
CHB Spine #: B2488

Catherine Dearlove is a director of Richards, Layton & Finger, Delaware’s largest law firm. Vice chair of the firm’s Corporate Department, Catherine represents Delaware corporations, LLCs, limited partnerships, and their officers, directors, and managers in M&A disputes, derivative and class actions, and corporate control disputes. She also counsels her clients on complex corporate governance and fiduciary issues, and advises special committees in internal investigations and transactional matters.

A fellow of the American College of Governance Counsel, Catherine has been recognized for excellence in Chambers USA, The Lawdragon 500 Leading Lawyers in America, The Legal 500, The Best Lawyers in America, and Benchmark Litigation, including as one of Benchmark’s Top 250 Women in Litigation.

Catherine is a frequent panelist and speaker at professional conferences addressing issues of Delaware corporate law and governance. She earned a B.S.F.S., magna cum laude, from Georgetown University, and a J.D., with distinction, from Stanford Law School.


The Honorable Tamika Montgomery-Reeves was sworn in as a Vice Chancellor of the Court of Chancery on November 25, 2015.  Before her appointment, Vice Chancellor Montgomery-Reeves was a partner in the Wilmington, Delaware office of Wilson Sonsini Goodrich & Rosati, focusing on corporate governance, navigation of corporate fiduciary duties, stockholder class action litigation, derivative litigation, and complex commercial litigation.  Before that, she practiced in the securities and corporate governance department of Weil, Gotshal & Manges LLP in New York.  Prior to joining Weil, Gotshal, Vice Chancellor Montgomery-Reeves served as a law clerk for Chancellor William B. Chandler III of the Delaware Court of Chancery.

Vice Chancellor Montgomery-Reeves received her law degree from the University of Georgia School of Law in 2006, and a B.A. from the University of Mississippi in 2003.  She received recognition for her pro bono contribution to the Prisoners’ Rights Project and has served as a member of the Court of Chancery Rules Committee and a sub-committee member to the Delaware Access to Justice Commission.


Amy Simmerman is a partner in the Wilmington, Delaware office of Wilson Sonsini Goodrich & Rosati. Amy is one of the leaders of the firm's Delaware office and governance practice. Her practice focuses on providing advice on all aspects of Delaware corporate law, including fiduciary duties, mergers and acquisitions, stockholder activism, corporate governance, corporate formation, stock issuances, preferred stock investments, and various statutory matters. Amy frequently speaks and publishes on Delaware law and governance issues. She also has been involved in many special committee assignments and internal investigations and provides corporate advice in the context of litigation.

Prior to joining the firm, Amy was corporate counsel at a global software company, where she focused on corporate law issues and M&A. Prior to that, she practiced for several years in the Delaware corporate law counseling group at a Delaware law firm.  Amy currently serves as Co-Chair of the Private Company Target Merger Agreement Task Force of the Business Law Section of the ABA.

EDUCATION:

  • J.D., Georgetown University Law Center, Magna Cum Laude, Order of the Coif
  • B.A., University of Pennsylvania, Summa Cum Laude

SELECT PUBLICATIONS:

  • Co-author with K. Martin, "Controlling-Stockholder Conflicts and How to Handle Them," PLI Current: The Journal of PLI Press, Vol. 2, No. 4, Autumn 2018
  • "Delaware Court of Chancery Issues Important Decisions Addressing Stockholders' Agreements," Insights: The Corporate and Securities Law Advisor, Vol. 32, No. 4, April 2018
  • Co-author with S. Bochner, "The Venture Capital Board Member's Survival Guide: Handling Conflicts Effectively While Wearing Two Hats," 41(1) Delaware Journal of Corporate Law, 2016
  • Co-author with A. Flaherty, "The Standard of Review for Controlling Stockholder Transactions Outside of the Merger Context," The M&A Lawyer, Vol. 20, No. 3, March 2016

SELECT SPEAKING ENGAGEMENTS:

  • Panelist, "Delaware Law Developments 2018: What All Business Lawyers Need to Know," Practising Law Institute, May 24, 2018
  • Panelist, "A West Coast Conversation: Liquidity, Valuation, and Capital and Governance Structure," University of Pennsylvania Institute of Law and Economics, March 22, 2018
  • Panelist, "The Court of Chancery, the DGCL, and Federalism," Delaware Corporate Law Anniversary Symposium, Wilmington, Delaware, September 26, 2017
  • Panelist, "The Rise of the Stockholder: Trends in Corporate Governance," 28th Annual All Hands Meeting, Santa Clara, California, November 17, 2016