Gregory V. Varallo
Super Lawyers®Bernstein Litowitz Berger & Grossmann LLP
Securities Fraud Lawyers in Wilmington, DE in Wilmington, DE
Education
Legal Education
- Temple University School of Law, Philadelphia, Pennsylvania, 1983
- J.D.
- Honors: President (1982 - 1983), Moot Court Board, Best Oral Advocate
Non Legal Education
- University of Pennsylvania, Philadelphia, Pennsylvania, 1980
- B.A.
Current Employment Position(s)
- Partner, since 2019
Classes and Seminars
- Handing High-Tech Mergers and Acquisitions in a Cooling Market, Pracitising Law Institute, Palo Alto
- Judicial Standards of Review of Corporate Fiduciary Action, Delaware State Bar Association, Corporate Law Section and Widener University School of Law, Wilmington
- Advanced Course of Study: 2001 Mergers and Acquisitions, Continuing Education of the Bar, California State Bar Association, Business Law Section, San Francisco
- Review of Developments in Business and Corporate Litigation, Co-Chair, ABA Mid-Year Meeting, Philadelphia
- ABA Handbook for the Conduct of Shareholders' Meetings, American Society of Corporate Secretaries, September 29, 2000
- Third Annual High-Tech M & A Institute, Santa Clara, September, 2000
- Third Annual High-Tech M & A Institute, New York, October, 2000
- Handling Mergers and Acquisitions in High-Tech and Emerging Growth Environments, Practising Law Institute, May (New York), June (Palo Alto), 2000
- Advanced Course of Study: 2000 Mergers and Acquisitions, Continuing Education of the Bar, California State Business Law Bar Association, San Francisco
- 4th Annual Institute on Negotiating Business Acquistions, American Bar Assocation, Newport Beach, November 12, 1999
- Conducting a Sharholders' Meeting Under of the American Bar Assocation Guidelines, Society of Corporate Secretaries, October 20, 1999
- Conducting A Shareholders' Meeting, American Bar Association Annual Meeting, August 9, 1999
- Handling Mergers & Acquisitions in High-Tech & Emerging Growth Environments, Practising Law Institute, New York/Boston, April 20, 1999
- Advanced Course of Study: 1999 Mergers & Acquisitions, Continuing Education of the Bar - California, University of California, (San Francisco), April 30, 1999
- Advanced Course of Study: 1999 Mergers & Acquisitions, Continuing Education of the Bar - California, University of California, (Los Angeles), April 17, 1999
- Guidelines for the Conduct of Stockholders' Meetings -- A Work in Progress, American Bar Association, Section of Business Law, December 4, 1998
- Counseling Start - Up and Emerging Companies, Law Journal Seminars, October 15, 1998 - October 16, 1998
- Handling Mergers & Acquisitions in High-Tech & Emerging Growth Environments, Practising Law Institute, April 23, 1998 - April 24, 1998
- Advanced Course of Study: Mergers & Acquisitions, Continuing Education of the Bar, University of California and California State Bar Association, Section of Business Law, April 1, 1998 - April 2, 1998
- Litigation Perspectives on Takeovers of Limited Partnerships, American Bar Association Annual Meeting, August 4, 1997
- Recent Developments in Corporate Governance, American Society of Corporate Secretaries, Detroit Chapter and State Bar of Michigan Committee on In-House Counsel, Section of Business Law, Detroit, Michigan, October 27, 1994
- Summary Proceedings for Major Commercial Litigation, Philadelphia Bar Association, October 13, 1994
- Fiduciary Duties of Directors of Troubled Companies, American Bar Association Annual Meeting, August, 1993
- Fiduciary Duties of Directors of Insolvent or Nearly Insolvent Corporations, Delaware State Bar Association, March 5, 1993
- 19th Annual Business & Securities Law Seminar, MCLE, Boston, MA, October 1, 2001
Representative Cases
- Carlton Investments v. TLC Beatrice International Holdings Co.
- Citation: C.A. No. 13950
- Court: DE. Chancery
- Year: 1997
- Emerald Partners v. Berlin
- Court: Del. Supr, No 96,2001
- Year: 2001
- Carlton Invs. v. TLC Beatrice Int'l Holdings, Inc.
- Citation: 1995 WL 305829, 23 Del. J. Corp. L. 712, Allen, C.
- Court: Del. Ch., May 30
- PL Capital, LLC v. Central Bancorp, Inc.
- Citation: No. 03-0554 BLS, Van Gestle, J.
- Court: Mass. Super. June 30
- Year: 2003
- Citation: 787 A.2d 85
- Court: Del.
- Citation: 840 A.26 641
Published Works
Articles
- Contributor, Handbook for the Conduct of Shareholders' Meetings, American Bar Association, 2000
- Co-Author, Fundamentals of Corporate Governance: A Guide for Directors and Coporate Counsel, American Bar Association, 1996
- Action by Written Consent, in R. Balotti, J. Finkelstein & G. Williams, Meetings of Shareholders, Prentice Hall, 1996
- The Board of Directors, Bureau of National Affairs, Corporate Practice Series, 1994
- Co-Author, Organizing a Delaware Corporation, in R. Harroch, Start-Up Companies Planning, Financing and Operating the Sucessful Business, Law Journal Seminars Press, 1996
- Co-Author, Adjourn to Win? SWIB v. Peerless and the ABA Handbook, 4 M & A Lawyer 9, March, 2001
- Co-Author, Delaware Court Expounds on Director's Duty in Granting Section 203 Waiver, 9 Corp. Gov. Advisor 24, Jan./Feb., 2001
- Co-Author, Developments in Shareholder Meetings, Insights, January, 2001
- Co-Author, A Process-Based Model for Analyzing Deal Protection Measures, 55 Bus. Law 1609, August, 2000
- Co-Author, Protecting The Deal In An Auction; Contract Rights vs. Corporate Control, Business Law Today, February, 1999
- Co-Author, From Kahn to Carlton: Recent Developments in Special Committee Practice, 53 Bus. Law. 397, 1998
- Co-Author, Litigation Involving "Takeovers" of Limited Partnerships, Insights, November, 1997
- Fiduciary Obligations of Directors of the Financially Troubled Company, 48 Bus. Law. 329, 1992
- Co-Author, Counselor Beware: Pension Parachutes and Directed Voting Provisions Questioned in Delaware, Insights, June, 1991
- Co-Author, When a Delaware Corporation Fails to Hold an Annual Meeting, Insights, March, 1991
- Co-Author, Amsted Industries; Structuring the Sale of Corporate Control Outside the Auction Context, Insights, May, 1990
- Delaware Developments in Proxy Fights, Insights, December, 1989
- The Market Check in the Market Place for Corporate Control, Insights, May, 1989
- Action by Written Consent in Control Contests - Strategic and Legal Considerations, 14 Sec. Reg. L.J. 1, 1986
- Datagram Proxies: Gaps at the Interface Between Law and Technology, 2 Computer Law 8, August, 1985
Bar Admissions
- Delaware, 1984
- U.S. Court of Appeals 2nd Circuit
- U.S. Court of Appeals 3rd Circuit
- U.S. Court of Appeals 5th Circuit
- Specialties and Certifications
- Certified Superior Court Mediator
Other Affiliations
- American Bar Association ( Subcommittee on Corporate Counseling and Litigation, Past Chair; Task Force on Litigation Reform and Rules Revision, Past Co-Chair and Task Force on Stockholder Meetings, Current Member)
Attorney Details
| Full Name | Gregory V. Varallo |
| Firm | Bernstein Litowitz Berger & Grossmann LLP |
| Address | 500 Delaware Avenue, Suite 901, Wilmington, DE 19801 |
| Phone | 302-364-3600 |
| Phone | 212-554-1444 |
| Website | www.blbglaw.com |
| New Clients | ✓ Currently accepting |