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Delaware Court of Chancery Upholds Board-Adopted Forum Selection Bylaw Designating North Carolina as Exclusive Forum

09.23.14

On September 8, the Delaware Court of Chancery upheld, in City of Providence v. First Citizens BancShares, a forum selection bylaw of a Delaware corporation designating the courts of North Carolina as the exclusive forum for intra-corporate disputes. The opinion, by Chancellor  Andre G. Bouchard, expands on then-Chancellor Strine’s decision in the Boilermakers Local 154 Retirement Fund v. Chevron Corporation and Iclub Investment Partnership v. FedEx Corporation cases, and upheld the bylaw as both facially valid and, even though adopted simultaneously with the event being challenged, enforceable.