On December 27, 2022, Vice Chancellor Morgan T. Zurn of the Delaware Court of Chancery substantially granted plaintiff's motion for summary judgment in an action seeking attorneys' fees.  Garfield v. boxed, Inc., No. 2022-0132-MTZ (Del. Ch. Dec. 27, 2022).  Plaintiff, a stockholder of defendant Seven Oaks Acquisition Corp., a special purpose acquisition company (the “SPAC”), made a demand on the board challenging the structure of stockholder votes on proposed charter amendments regarding the issuance of shares in connection with a merger.  The SPAC made the change demanded by plaintiff and consummated the deal.  However, defendant opposed the attorneys' fees award, contending that the previously contemplated voting structure had already been legally compliant.  The Court held that plaintiff had correctly determined that the contemplated voting structure would have been inconsistent with Delaware law.  The Court thus awarded attorneys' fees because “by taking the [SPAC] off a path that violated [Delaware law] and the stockholder franchise, plaintiff conferred a substantial benefit.”
Source: Delaware Court Of Chancery Grants Plaintiff Attorneys' Fees Award Under Corporate Benefit Doctrine For Demand To SPAC Board Leading To Adjusted Voting Structure In Connection With Merger