Corporate Governance

Of Pilgrims and Puritans and the Role of Delaware Courts: In re Revlon (Unflattering Characterizations)

By J Robert Brown Jr.

We are discussing In re Revlon.

The decision chose to repeat an unflattering description of plaintiffs' counsel used by the defense bar,  As he writes:   "Firms who are early filers are frequently early settlers, leading some wags in the defense bar to label them 'Pilgrims.'' 

The term is not a reference to the religious fervor of plaintiffs' counsel but to their reputation for early settlements (the Pilgrims arrived at Plymouth Harbor on the Mayflower in late 1620, a decidedly "early settlement").  In short, it is an entirely pejorative term that had no room in the opinion. 

In replacing counsel, VC Laster returned to the characterization, noting that he "had no desire to replace Pilgrims with Puritans."  The Puritans were  responsible for the Salem witch trials.  His reference wasn't about witches, however.  Most likely he used the reference to Puritans to connote another, albeit later, set of early settlers.  Moreover, he applied the pejorative characterization to counsel that had nothing to do with the perceived offenses described by his opinion.

We have noted before the habit of the Delaware courts in using unflattering language when discussing plaintiffs or their counsel, descriptions unbalanced by equal criticism of corporate defendants and their lawyers.  It adds nothing useful and detracts from the analysis. 

Primary materials are, as usual, posted on the DU Corporate Governance website.?

Full post as published by The Race to the Bottom on April 30, 2010 (boomark / email).