Todd C. Schiltz



Todd Schiltz is a recognized authority on Delaware corporate and transactional law — topics that shape business throughout the United States and beyond. With more than 25 years of experience, he understands the corporate marketplace, the implications of business moves among major players, and the conventions of the courts, particularly the Delaware Court of Chancery. Whether working with local businesses or multinational corporations, Todd provides crucial advisory and litigation support on matters related to corporate control and corporate governance, as well as on statutory and contractual disputes in state and federal courts. He also guides boards and board committees through investigations and transactional issues and represents clients in complex business and other civil disputes. 

Representative Experience

  • Obtained summary judgment in Delaware Court of Chancery in favor of our client seeking advancement of his litigation expenses from his former employer. Later, prevailed before the Delaware Supreme Court in arguing the trial court correctly awarded advancement of legal fees and expenses. In so ruling, the Supreme Court also reaffirmed Delaware’s strong public policy in favor of advancement “as an inducement for attracting capable individuals into corporate service.”
  • Secured a notable result in the Delaware Chancery Court for Sussex Insurance Company (an Enstar affiliate) in a settlement with the receiver for Freestone Insurance Company, an insolvent insurer in a Delaware state court liquidation proceeding.
  • Representation of Sauer-Danfoss in breach of fiduciary duty action arising from a controlling shareholder acquisition proposal.
  • Defense of a suit challenging the acquisition of Opinion Research Corporation, Inc.
  • Defense of lawsuits challenging the acquisition of Charming Shops, Inc.
  • Representation of KPMG, LLP in an action seeking the recovery of $1.1 billion of losses allegedly suffered by creditors of Oceanographia, Inc.
  • Representation of AT&T in 13 lawsuits challenging controlling partner asset sale transactions.
  • Representation of Immune Design Corporation, a biomedical development company, in a tortious interference with contractual relations and misappropriation of trade secrets action.

Special Committee Experience

  • Currently represent a special committee of a public company tasked with negotiating a potential sale of the company to its controlling stockholder.
  • Represented a special committee of a public company in connection with a sale of the company to a third party bidder.
  • Represented a special committee of a public company tasked with deciding whether the company or its large, non-controlling stockholder should repurchase block of stock held by an activist investor when the large, non-controlling stockholder had conflicting interests.
  • Represented a special committee charged with determining whether former directors who had been sued for their past conduct had acted in good faith such that they were entitled to indemnification from public company.  After the committee concluded the former directors should be indemnified, the Delaware Court of Chancery adopted the committee’s written report and approved a settlement based on that report.
  • Represented a special litigation committee charged with responding to shareholder demand.


Bar Admissions



DePauw University
B.A. cum laude

Northwestern University Pritzker School of Law

Insights & Events

Leadership & Community

Pro Bono

  • Delaware Tax Appeal Board — Chair, 1997-present

Professional Associations

  • American Bar Association (ABA) — 1994-present
  • Delaware State Bar Association (DSBA) — 1994-present


  • Faegre Drinker — Pro Bono Honor Roll, 2021
Awards Methodology
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