Vanessa Richardson’s practice focuses on complex commercial litigation, with an emphasis on shareholder actions and corporate governance issues.

Vanessa has represented corporations, boards of directors and financial institutions in securities, M&A, shareholder derivative, and general commercial litigation.

Vanessa joined the firm in 2014.

Notable Experience

Notable Experience

  • National Amusements Inc. (NAI), Shari Redstone, and Sumner Redstone in Delaware Chancery Court litigation against CBS Corporation and certain members of its Board of Directors concerning CBS’s attempt to dilute NAI’s voting control of CBS, ending in a favorable resolution that rescinded the dilutive stock dividend and the dismissal of all claims.

  • Petrobras, PGF and current and former officers and directors in securities class action litigation and dozens of individual actions in the U.S. District Court for the Southern District of New York in connection with Operation Carwash (Operação Lava Jato) — reportedly the largest corruption scandal in Latin American history.

  • Synutra International and a special committee of the board in state and federal shareholder litigation alleging breaches of fiduciary duty related to a take-private transaction.

  • Bank of America, in its role as lender to Providence Services, in connection with a pending challenge to financing for Providence’s acquisition of another company.

  • Kindred Healthcare in shareholder litigation challenging its acquisition of Gentiva Healthcare.

  • Alpha Natural Resources in various matters before the Delaware Court of Chancery, including the successful dismissal of shareholder derivative claims brought against Massey Energy, which the Firm assisted Alpha in acquiring.

  • Numerous parties in governmental and internal investigations including whistleblower investigations.

  • Various clients in litigation disputes relating to requests for international discovery, both in the context of applications to the U.S. federal courts under 28 U.S.C. §1782 for discovery in the United States in aid of foreign proceedings, and U.S. requests for discovery from abroad.

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Selected Activities

  • Member, Federal Courts Committee, New York City Bar Association
  • Managing Editor, New York University Law Review, New York University School of Law

Publications

Delaware Supreme Court Provides Significant Guidance on Timing Requirement Under MFW (with Roger Cooper and Rishi Zutshi), October 10, 2018, republished in the Harvard Law School Forum on Corporate Governance and Financial Regulation on November 3, 2018).

Caremark and Reputational Risk Through #MeToo Glasses (with Arthur Kohn and Elizabeth Bieber), May 18, 2018, republished in the Harvard Law School Forum on Corporate Governance and Financial Regulation on June 2, 2018).

Bringing the #MeToo Movement Into the Board Room (with Arthur Kohn, Pamela Marcogliese, and Kimberly Spoerri), February 27, 2018 (republished in the Harvard Law School Forum on Corporate Governance and Financial Regulation on March 21, 2018).

“M&A Litigation” Chapter, The Mergers & Acquisitions Review, 11th and 12th editions, October 2018, October 2017, co-authored with Roger Cooper and Meredith Kotler.

Delaware Court of Chancery Finds Fair Value in Appraisal Case To Be Unaffected Market Price (with Meredith Kotler and Mark McDonald), February 21, 2018.

New Year’s Resolutions For Director Compensation From Investors Bancorp (with Arthur Kohn, Jennifer Conway, Edmond FitzGerald, Brian Robbins), January 23, 2018.

2017 Developments in Securities and M&A Litigation,January 2018.

Recent Delaware Opinions Shake Up Appraisal Litigation,” Law360, August 11, 2017.

Delaware Supreme Court Declines To Establish A Presumption In Favor Of Deal Price In Appraisal Actions—Or Did It? (with Meredith Kotler and Mark McDonald), August 8, 2017.

Chancery Finds Fair Value To Be Less Than Half Merger Price (with Meredith Kotler and Mark McDonald), August 1, 2017 (republished in the Harvard Law School Forum on Corporate Governance and Financial Regulation on August 14, 2017 and in Transaction Advisors in October 2017).

Delaware Court of Chancery Reaffirms That Disclosure Claims Should Be Brought Before Closing (with Meredith Kotler), October 5, 2016. 

Delaware Court of Chancery Offers Practical Lessons for Compensation Committees (with Arthur Kohn), March 9, 2016.