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Grimes v. Alteon, Inc.

Supreme Court of Delaware (2002) | 804 A.2d 256; 2002 Del. LEXIS 463; 2002 WL 1608466

3 min read

TL;DR: An oral agreement between a CEO and a stockholder for the stockholder to purchase 10% of a future stock offering, without board approval or a written instrument, was held unenforceable under Delaware corporate law, which requires both for such commitments.

Legal Significance: Reinforces Delaware's policy requiring formal board approval and written instruments for stock issuance and related rights, ensuring board authority over capital structure and certainty for investors.