Publication
Commercial division update: The adverse interest exception to the in pari delicto defense
New York Law Journal
In pari delicto is a centuries-old doctrine that prevents courts from intervening to resolve disputes between two wrongdoers. Rooted in principles of equity, in pari delicto acts as an affirmative defense to deny relief to an injured party where both parties are equally at fault. As explained by the Court of Appeals, the doctrine serves two important public policy purposes: (1) deterring illegality by denying judicial relief to an admitted wrongdoer and (2) deterring courts from involving themselves in cases between two wrongdoers. Kirschner v. KPMG LLP, 15 N.Y.3d 446, 464 (2010).
New York courts are often tasked with determining the application of the in pari delicto defense to acts committed by a corporation's agent. Corporations act through their officers and agents and, when those agents commit bad acts or fraud, those bad acts can be imputed to the corporation, regardless of whether those acts are authorized or known by the corporation. See id. at 465-66. The adverse interest exception to this fundamental agency principle prevents an agent's acts from being imputed to the corporation and, thus, bars the application of the in pari delicto defense.
Recent publications
Publication
The GCR Guide to Life Sciences – Product denigration
Marta Giner Asins and Arnaud Sanz of our Paris office are the authors of a chapter on product denigration that has been published in the third edition of the Global Competition Review’s The Guide to Life Sciences.
Publication
The GCR Guide to Life Sciences – Merger control: Procedural issues
Miranda Cole, Julien Haverals and Emma Clarke of our Brussels/ London offices are the authors of a chapter on procedural issues in merger control that has been published in the third edition of the Global Competition Review’s The Guide to Life Sciences. This covers a number of significant procedural developments that have affected merger review of life sciences transactions.
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