Zuckerman Spaeder was founded in Washington, DC, in 1975.
2005) ("Obviously, any benefit derived by a corporation through derivative litigation will inure to an individual who owns half of that corporation. [and] mere claims of dilution, without more, cannot convert a claim traditionally understood as derivative, into a direct one."); , 2005 WL 2810683, at *4-5 (Del. 2008) (plaintiff brought a direct action invoking the agency doctrine, claiming that he entered into an agreement with defendant corporation as an agent of his own company; court held that plaintiff was barred from bringing a direct claim because his status as a sole shareholder, officer and director of his own company did not "automatically make him an agent of the corporation for purposes of the transaction in question"). 2006), the Delaware Supreme Court reversed the Chancery Court ruling in holding that a claim for dilution for conversion of notes and stock is not solely a derivative claim. that Delaware case law recognizes as being both derivative and direct in character. [b]ecause the shares representing the 'overpayment' embody both economic value and voting power, the end result of this type of transaction is an improper transfer—or expropriation—of economic value and voting power from the public shareholders to the majority or controlling stockholder. Instead, your broker keeps a record in its books that you own that particular security."Direct" Registration — The security is registered in your name on the issuer's books, and either the company or its transfer agent holds the security for you in book-entry form.Many of our DC attorneys are current or former professors at area law schools, including Georgetown University Law Center, The George Washington University Law School, American University School of Law, and Columbus School of Law at Catholic University. Our attorneys have been featured in local and national media, and they have been named among the region’s top lawyers in publications such as Below are some resources we thought you would find helpful while visiting our Washington, D.