Frank Aquila and Anna Kripitz Author Article on Rise of Exclusive Forum-Selection Provisions

October 2012

The October 2012 issue of Practical Law published the article, “Designating Delaware: The Rise of Exclusive Forum Selection Provisions,” co-authored by Mr. Aquila and Ms. Kripitz. The article reviewed both sides of the debate surrounding the advisability and enforceability of forum-selection provisions being adopted by a number of Delaware companies. With the increase in multi-forum lawsuits, Delaware companies have begun adopting forum-selection provisions naming Delaware Court of Chancery as the exclusive forum to resolve intra-company disputes. While Delaware companies utilize forum-selection provisions as a way to reduce the burdens of multi-forum litigation; the plaintiffs’ bar disagree, claiming that unilaterally adopted exclusive forum-selection provisions infringe upon shareholders’ rights. The article also discussed how certain activist institutional investors launched proxy contests against several companies seeking to remove the recently adopted forum-selection provisions.