Patricia O. Vella

Delaware, the corporate home of a majority of US public companies and venture-backed private companies, has adopted important amendments to the Delaware General Corporation Law (DGCL) to provide additional protection and clarity for boards of directors and controlling stockholders. This client alert summarizes the changes which took effect on March 25, 2025 and apply retroactively to all acts and transactions, including demands to inspect books and records, unless legal proceedings were already commenced on or before February 17, 2025.

At the Mergers & Acquisitions Committee Meeting, Patricia Vella and Bill Lafferty will speak on recent amendments to the DGCL.

On Monday, February 17, 2025, the General Assembly publicly released proposed amendments to the Delaware General Corporation Law (“DGCL”).  The amendments, which we refer to as the “Balancing Amendments,” are intended to rebalance certain aspects of Delaware law relating to conflict transactions, controlling stockholder liability, and books and records demands. 

Patricia Vella serves as faculty and Eric Klinger-Wilensky speaks on a panel discussing the 2024 DGCL amendments.

Tricia Vella speaks on the afternoon panel, “Evolving Expectations in Director & Officer Oversight.”

Patricia Vella is session chair of the “Delaware Law Developments” morning session on September 27.

Morris Nichols has made Law360’s annual list of Delaware Regional Powerhouse law firms for the fourth year in a row.

Morris Nichols partner Patricia Vella serves as a committee leader and a speaker.

Patricia Vella serves as program faculty and co-presents the September 9 morning session, “Inside the Boardroom: Advising Directors Reviewing Strategic Alternatives.”

The Best Lawyers in America has released its 2025 edition listing 39 attorneys from Morris Nichols. The results are based on peer-review evaluations from more than 160,000 eligible attorneys.

Morris Nichols earned a Tier 1 ranking among Delaware law firms, and 10 attorneys were selected for inclusion in IFLR1000 “The Guide to the World’s Leading Financial and Corporate Law Firms.”

In the 2024 edition, Morris Nichols again appears in two Legal 500 practice categories for M&A litigation defense and Delaware counsel. Nineteen Morris Nichols attorneys are mentioned in the editorial for their work in M&A litigation and Delaware corporate and commercial law.

Morris Nichols again secured a Band 1 ranking Chambers USA in four fundamental Delaware practice areas: Bankruptcy/Restructuring, Chancery, Corporate M&A & Alternative Entities, and Intellectual Property.

Three Morris Nichols partners will participate in the meeting as committee leaders and speakers.

On March 28, 2024, the Council of the Corporation Law Section of the Delaware State Bar Association released proposed amendments to the Delaware General Corporation Law that, if adopted into law, would address recent caselaw regarding the facial validity of certain stockholder agreements, the ability of parties to a merger agreement to contract for certain pre-closing remedies and for the appointment of a stockholder representative to enforce post-closing remedies, and the process required to approve merger agreements.

Dave Harris and Tricia Vella present an update on Delaware corporate and alternative entity law developments to the Connecticut Bar Association’s Business Law Section.

Patricia Vella co-chairs the conference and will co-lead the February 1 panel session, “Deal Protections and Topping Bids.”

Patricia Vella moderates a panel on “Delaware Developments: The Latest from the First State.”

Corporate counseling partner Patricia Vella joins the Society for Corporate Governance’s Northern California, Nevada & Hawaii Chapter for their monthly Roundtable Series.

Patricia Vella is programming co-chair of the 2023 Delaware Governance Institute.

A combination of steady work, a collaborative environment, and practices focused on Delaware statutes, caselaw, and courts have all contributed to Morris Nichols’ inclusion on Law360’s list of 2023 Regional Powerhouses. 

The Best Lawyers in America has released its 2024 edition, listing 39 attorneys from Morris Nichols. The results are based on peer-review evaluations from more than 76,000 eligible attorneys.

Morris Nichols attorneys Patricia Vella and Hallie Snyder Sacchetta contributed written summaries to this resource.

IFLR United States 2023 ranks Morris Nichols in two Delaware tables ranking the top M&A law firms and the leading restructuring and insolvency law firms.

Patricia Vella will serve as program faculty and speak on the June 21 session, “Recent Delaware Law Happenings.”

The Legal 500 US, a nationwide guide to the foremost law firms in the United States has again ranked Morris Nichols.

Chambers USA has again ranked Morris Nichols in Band 1 for Bankruptcy/Restructuring, Chancery, Corporate M&A & Alternative Entities, and Intellectual Property.

Morris Nichols partner Patricia O. Vella has been elected Vice Chair of the Ameican College of Governance Counsel.

The Deal has named Morris Nichols partner Patricia Vella to their list of Top Women in Dealmaking 2023.

Patricia Vella and David Harris will present a Delaware business law update to the Business Law Section of the Connecticut Bar Association.

Patrica Vella will serve as program faculty and moderate the January 18 session “Special Committees in M&A Transactions.”

Patricia Vella serves as program faculty and moderates the November 3 session, “Delaware Developments: The Latest from the First State.”

The American Bar Association hosts their hybrid Business Law Section Annual Meeting from September 15 to 17, 2022 in Washington, DC. Two Morris Nichols partners will participate as committee leaders and speakers.

IFLR United States 2022 recognized Morris Nichols in two Delaware tables ranking the top M&A law firms and the leading restructuring and insolvency law firms.

The Best Lawyers in America has released its 2023 edition, listing 35 attorneys from Morris Nichols. The results are based on peer-review evaluations from more than 71,000 eligible attorneys.

Chambers USA has again ranked Morris Nichols in Band 1 for Bankruptcy/Restructuring, Chancery, Corporate M&A & Alternative Entities, and Intellectual Property.

Patricia Vella will speak on the “Transactional Lessons” panel and Tarik Haskins will speak on “Lawyer Conduct Before Delaware Trial Courts, in the Transactional Context, and Beyond.” 

Lawdragon 500 released its second annual list of Leading Dealmakers in America. Six Morris Nichols partners have been included in the list, accounting for one third of the Delaware honorees.

Melissa DiVincenzo and Patricia Vella will speak on Delaware law developments regarding controlling stockholders and drag-along rights.

The American Bar Association hosts their hybrid Business Law Section spring meeting from March 31-April 2, 2022. Three Morris Nichols partners will participate as committee leaders and speakers.

Patricia Vella and David Harris present a Delaware business law update to the Business Law Section of the Connecticut Bar Association.

Patricia Vella will serve as program faculty and moderate the January 20 session, “Special Committees in M&A Transactions.”

The Practising Law Institute hosts the 53rd Annual Institute on Securities Regulation from November 3-5, 2021. The program will be held in-person and via live webcast and feature insights from leading US securities and corporate law practitioners.

Four Morris Nichols partners will attend the conference as committee leaders and speakers, sharing insights on Delaware corporate law and VC/PE developments.

IFLR United States 2021 - The Guide to the World’s Leading Financial and Corporate Law Firms again ranked Morris, Nichols, Arsht & Tunnell LLP in two Delaware tables ranking the top M&A law firms and the leading restructuring and insolvency law firms.

The Best Lawyers in America has released its 2022 edition, listing thirty-two attorneys from Morris Nichols. The results are based on peer-review evaluations from more than 66,000 eligible attorneys.

On June 30, Morris Nichols partner Patricia Vella will speak in the session on “Delaware Law & Litigation Developments.”

Morris Nichols was ranked in The Legal 500 US, a nationwide guide to the foremost law firms in the United States.

The 2021 edition of Chambers USA has again ranked Morris Nichols in the top tier in four Delaware practice categories.

Morris Nichols partners Tarik Haskins and Tricia Vella will speak on the “Transactional Lessons” session at the Practising Law Institute’s day-long program covering important Delaware corporate law developments over the past year and how they impact corporate or legal practice. 

Lawdragon 500 recently released its inaugural list of Leading Dealmakers in America. Six Morris Nichols partners were selected for inclusion, comprising one third of the Delaware honorees.

Morris Nichols partners Patricia Vella and Dave Harris will join the Connecticut Bar Association Business Law Section to present an overview of recent Delaware statutory changes and caselaw developments relevant to corporate, LLC and partnership attorneys.

The American Bar Association hosts the Business Law Section virtual spring meeting from April 19-23, 2021. Three Morris Nichols partners will attend the conference as committee leaders and speakers, sharing insights on alternative entities, Delaware corporate law, fiduciary duties, and special purpose acquisition companies (SPACs).

Morris Nichols partner Bill Lafferty serves as co-chair of Tulane University Law School’s 33rd Annual Corporate Law Institute.

The Practising Law Institute will hold its annual two-day conference on mergers and acquisitions live via webcast from January 21 to 22, 2021. Morris Nichols partners Patricia Vella and Melissa DiVincenzo will offer Delaware perspective as program faculty.

Thirty-one Morris Nichols attorneys were recognized in the 2021 edition of The Best Lawyers in America. The results are based on peer-review evaluations from more than 67,000 eligible attorneys.

Wilmington, DE (June 6, 2019) - IFLR United States - The Guide to the World’s Leading Financial Firms again ranked Morris, Nichols, Arsht & Tunnell LLP in two Delaware tables ranking the top M&A law firms and the leading restructuring and insolvency law firms.

Wilmington, DE (May 29, 2019) - The Legal 500 United States released its 2019 edition today. Morris, Nichols, Arsht & Tunnell LLP is once again “highly rated” in the nationwide guide to the foremost law firms in the United States.

Wilmington, DE (October 22, 2018) - Patricia O. Vella has been chosen as a member of the 2018 Class of Fellows of the American College of Governance Counsel (“ACGC”).

Wilmington, DE (September 17, 2018) - The 2018 edition of IFLR United States - The Guide to the World’s Leading Financial Firms has been released.  Morris, Nichols, Arsht & Tunnell LLP appears at the top of the two Delaware tables ranking the leading M&A law firms and the leading restructuring and insolvency law firms.

Morris Nichols partner Patricia O. Vella and associate Elizabeth A. Hecker “present a fascinating analysis of the intersection between antitrust, attorney-client privilege, and Delaware corporate law” in this article on In Re Family Dollar, Inc. Stockholder Litigation, a case involving the long-running takeover battle for Family Dollar Stores, Inc.

Patricia O. Vella, Morris Nichols Delaware Corporate Law Counseling Group partner, co-authored “Confidentiality and Standstill Agreements: Recent Delaware Law Developments” featured in the May 22, 2013 edition of The Review of Securities & Commodities Regulation.

Morris Nichols attorneys Jeffrey R. Wolters, Patricia O. Vella, and Eric S. Klinger-Wilensky contributed three chapters to the 2012 edition of Corporate Attorney’s Practice Guide, published by Lexis Nexis.