Joseph C. Schoell

Partner

Overview

Joseph Schoell is a strategic ally to companies facing corporate and commercial litigation in state and federal courts. He has extensive experience with actions involving stockholder disputes, derivative litigation, securities cases, and mergers and acquisitions, and he counsels clients on Delaware corporate and business entity law. Joe also helps clients navigate regulatory and administrative law as well as government relations and general business matters.

Over the course of his career, Joe has represented directors and officers in fiduciary duty cases, handled disputes involving corporate governance and control, and litigated statutory proceedings arising under the Delaware General Corporation Law — namely, actions for appraisal and stockholders and directors’ demands for books and records.

Litigation Experience

Joe is a trusted advocate in the courtroom — a fact proven by the breadth and depth of his experience. Among his many noteworthy appearances, Joe:

  • Representing purchaser of health insurance company in connection with claims for breach of representations and warranties, and post-closing adjustments.
  • Representing purchasers of agricultural processing company in connection with claims of pre-transaction misrepresentations.
  • Representing aerospace firm in connection with dispute concerning obligations under agreement related to the refurbishment of aircraft.
  • Represented purchaser of clean technology business in connection with claims for fraud and breach of representations and warranties. Case settled after court-assisted mediation.
  • Represented former publicly traded Delaware corporation in connection with demand for books and records and related litigation involving going-private transaction. Cases settled after successful negotiations with stockholders' counsel.
  • Represented public company directors in connection with a class and derivative action brought by stockholders, eventually settling the case after trial
  • Represented a Delaware electrical utility and large energy company in connection with regulatory approval of a merger by the Delaware Public Service Commission (PSC)
  • Represented stockholders in connection with earn-out claims related to the purchase of their private oilfield services company for $64 million
  • Served as the principal Delaware counsel for major federal antitrust litigation in the District Court for the District of Delaware.

Special Committee Experience

  • Represented a Special Litigation Committee of a privately held limited partnership in connection with a derivative action in the Delaware Court of Chancery related to losses incurred by listeria outbreak in certain products of the company. Case settled by parties while Committee appealed Court of Chancery ruling related to authority supporting the Committee’s appointment.
  • Represented a Special Committee of a privately held corporation in connection with an sale of substantially all of the corporation’s assets to a third party acquiror, where corporation had a majority stockholder with potentially conflicting interests.
  • Represented a Special Litigation Committee of a publicly traded company in connection with two derivative actions brought in the U.S. District Court for the Southern District of New York. Successfully resolved claims related to stock option backdating, alleged accounting fraud and alleged claims involving corporation’s leading consumer product.

Government Experience

Joe served as an attorney and chief legal counsel to the Delaware Governor’s Office, where he advised the governor, her cabinet and senior agency personnel on legal issues. He also coordinated with the Delaware General Assembly on policy issues, assisted in the development and implementation of legislative and policy agendas, and oversaw important litigation involving the state.

Credentials

Bar Admissions

Delaware

Court Admissions

U.S. Court of Appeals for the Third Circuit
U.S. District Court for the District of Delaware

Education

Yale Law School
J.D.

University of Delaware
B.A. summa cum laude

Insights & Events

Leadership & Community

Pro Bono

Joe served as court-appointed counsel for an indigent parent in connection with proceedings before the Delaware Family Court.

Professional Associations

  • American Bar Association (ABA) — 1993-present
  • Delaware State Bar Association (DSBA) — 1992-present; Corporation Law Section, 1993-present; Litigation Section, 1993-present

Civic Activities

  • Delaware Board on Professional Responsibility — 2019-present
  • Delaware Emergency Management System Oversight Committee — 2004-06
  • Delaware Sentencing Accountability Commission — 2001-05
  • Delaware Board of Accountancy — 1999-2001
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