Ryan Lindsay, Counsel - Attorney specializing in Corporate & Commercial Litigation Corporate Counseling

Ryan M. Lindsay
Partner

Biography

Ryan Lindsay focuses his practice on corporate and complex commercial litigation in Delaware’s state and federal courts, including the Delaware Court of Chancery and the Delaware Supreme Court. Ryan’s experience includes representing corporations and their directors, officers and advisers in merger and acquisition-related litigation, derivative suits, corporate statutory proceedings, federal securities litigation and other stockholder disputes.

Ryan’s practice also involves advising corporations and their boards of directors on corporate governance matters involving the Delaware General Corporation Law, the fiduciary obligations of directors and officers, and other corporate law issues.

After law school, Ryan clerked for Vice Chancellor Joseph R. Slights, III on the Delaware Court of Chancery. Before joining Chipman Brown Cicero & Cole, LLP, Ryan practiced for several years in the Wilmington office of Skadden, Arps, Slate, Meagher & Flom LLP.

Ryan’s pro bono practice has included representing immigrants in a number of immigration-related petitions and proceedings, including for special immigrant juvenile status, U visa and asylum.

Practice Areas

Complex Commercial Litigation
Corporate & Alternative Entities Litigation
Corporate Counseling

Education

University of Virginia School of Law, Charlottesville, Virginia
- J.D. – 2016
Muhlenberg College
- B.A. – 2012
- Honors: magna cum laude
- Honors:
  Phi Beta Kappa

Bar Admissions

Delaware
U.S. District Court District of Delaware

Clerkships

Delaware Court of Chancery
- Vice Chancellor Joseph R. Slights, III

Published Works

“Advancing Forward: Delaware Courts Provide Further Guidance on Incumbent Board Enforcement of Advance Notice Bylaws,” The M&A Lawyer, Vol. 27, Issue 1, 2023
“Delaware Courts Provide Guidance on Incumbent Board Enforcement of Advance Notice Bylaws,” Harvard Law School Forum on Corporate Governance, 2023
“Skadden Discusses Delaware Court Rulings on Advance Notice Bylaws and Incumbent Director Conduct,” The CLS Blue Sky Blog, 2022
“Presidio Shines Light on Key Delaware Deal Litigation Trends & Topics,” Harvard Law School Forum on Corporate Governance, 2021
“Skadden Discusses Recent Delaware Chancery ‘Caremark’ Decisions,” The CLS Blue Sky Blog, 2021
“Analysis of Statutory Appraisal Cases,” Harvard Law School Forum on Corporate Governance, 2017

Representative Matters*

Directors and officers of FedEx Corporation in securing an affirmance from the Delaware Supreme Court of a dismissal with prejudice of a stockholder derivative lawsuit alleging breach of fiduciary duty claims for failure of oversight
A CEO in obtaining a dismissal with prejudice of a breach of fiduciary claim arising from a public company sale process
BridgeBio Pharma, Inc. and certain of its directors and officers in controlling stockholder litigation and obtaining a pleadings-stage dismissal with prejudice of breach of fiduciary duty claims arising from BridgeBio’s purchase of all outstanding stock of Eidos Therapeutics, Inc.
Former directors of Asterias Biotherapeutics Inc. in a purported stockholder class action alleging breach of fiduciary duty claims arising from corporate merger
The National Hockey League as intervenor in a lawsuit arising out of a transaction relating to control of the Pittsburgh Penguins resulting in successful motion to enforce arbitration before the NHL Commissioner.

Note: Some of the matters listed were handled by our lawyers prior to joining Chipman Brown Cicero & Cole, LLP

Ryan M. Lindsay Partner