The Delaware Supreme Court, in Spencer L. Murfey, III, et al. v. WHC Ventures, LLC, et al., No. 294, 2019, opinion (Del. July 13, 2020), reverses the Court of Chancery’s ruling that an LP Agreement’s books-and-records provision implicitly required limited partners to show that requested materials were necessary and essential for their stated purpose for inspection, holding that no basis exists to infer a necessary-and-essential requirement in a contractual inspection right.
NEW: Morris James discusses the decision in Delaware Supreme Court Holds That Limited Partnership Agreement That Includes Certain Books and Records Language From Section 17-305 of Limited Partnership Act Does Not Automatically Incorporate Judicial Interpretations of Section 17-305.
Dorsey & Whitney discusses the decision in Delaware Supreme Court Refuses to Apply Corporate Test in Limited Partnership Books and Records Case.
Seward & Kissel discusses the decision in The ‘Murfey’ Decision — The Necessary and Essential Element.
Morris Nichols discusses the decision in Delaware Supreme Court Rules on “Necessary and Essential” Condition for LP Books and Records Demands.
Lowenstein Sandler discusses the decision in Delaware Supreme Court Clarifies Limited Partner Rights to Books and Records: The Decision Will Have a Meaningful Impact on All Hedge, Private Equity, and Venture Funds.
Sidley Austin discusses the decision in Delaware Supreme Court Clarifies Contractual Inspection Rights in Private Fund Documents.
Francis Pileggi discusses the decision in Delaware Supreme Clarifies Contract-Based Right to Corporate Records.
Stinson discusses the decision in Delaware Supreme Court Interprets Books and Records Provision of Limited Partnership Agreement.
$$$ Bloomberg Law discusses the decision in Operating Charters Don’t Track Records Law, Delaware Court Says