Kathleen M. Miller

PARTNER

PHONE 302-652-8400

Education & Admissions

  • Villanova University (B.S. 1987)
  • Widener University School of Law (J.D. cum laude 1990)
  • Supreme Court of the State of Delaware
  • United State District Court for the District of Delaware
  • United States Court of Appeals for the Third Circuit
  • Supreme Court of the Commonwealth of Pennsylvania

Associations

  • Delaware State Bar Association
    • Member
    • President (2021 – 2022)
    • President-Elect (2020 – 2021)
    • Diversity, Equity & Inclusion Committee, Chair
    • Diversity Clerkship Committee, Chair
    • Vice President-at-Large (2019-2020)
    • Secretary (2017-2018)
    • Assistant Secretary (2016-2017)
    • Section Member, Women and the Law (Chair 2015, 2016) (Retreat Committee Co-Chair 2009-2019), Bankruptcy, Corporation Law, Litigation, Multicultural Judges & Lawyers
  • American Bar Association
    • Member
    • Member Business Law Section, Business Divorce, Women’s Business Law Network, Diversity and Inclusion, Director and Officer Liability Subcommittees
    • Co-Chair, Corporate Counseling and Litigation Subcommittee (2016-2019)
  • International Women’s Insolvency and Restructuring Confederation, Member; Chair of Delaware Chapter (2006-2008)
  • American Bankruptcy Institute, Member
  • Herrmann Technology Inn of Court, Bencher
  • Delaware Board of Bar Examiners (2011-2016)

 

Attorney Profile

Kathy focuses on representing clients in corporate and commercial litigation. Her experience includes litigating matters in the Court of Chancery involving control contests, breach of fiduciary duty actions, books and records actions, advancement and indemnification disputes, appraisal actions, receivership/custodian issues and non-compete disputes. She also represents businesses and individuals in disputes in the Superior Court of Delaware, including its Complex Commercial Litigation Division, and the District of Delaware.

Kathy has tried cases in all of Delaware’s trial courts and successfully argued before the Delaware Supreme Court and the Third Circuit Court of Appeals.

She also regularly represents creditors in bankruptcy courts across the country. In addition, Kathy has served as a Chapter 11 and Chapter 7 trustee in Delaware bankruptcy cases.

Kathy holds an AV Preeminent® rating from Martindale-Hubbell and has been recognized as a Fellow by the Litigation Counsel of America. Additionally, Kathy has been recognized by Best Lawyers Business Edition, Women in the Law 2019, for Bankruptcy & Creditor Debtor Rights / Insolvency & Reorganization Law, in the Wilmington, Delaware Area.  Kathy was also recognized in the 2020 Edition of The Best Lawyers in America for litigation – Bankruptcy.

Prior to joining the firm, Kathy clerked in the Delaware Court of Chancery for then Vice Chancellor Maurice A. Hartnett III.

Experience

Kathy’s recent experience includes:

  • Defeated motion to dismiss complaint asserting breach of contractual good faith provisions in the limited liability company agreement and the covenant of good faith and fair dealing in connection with buyout of minority owner’s interest. Coca-Cola Beverages Florida Holdings LLC v. Goins, 2019 WL 2366240 (Del. Ch. June 4, 2019).
  • Represented defendant/post-merger employer in gaining dismissal of complaint seeking to invalidate post-employment restrictive covenant. Dunn v. FastMed Urgent Care P.C., 2019 WL 4131010 (Del. Ch. Aug. 30, 2019).
  • Represented sellers in action to enforce advancement rights and secured order confirming right to advancement for litigation expenses. Camarillo Holdings, LLC v. Amstel River Holdings LLC, 2018 WL 8967185 Order) (Del. Ch. Aug. 7, 2018).
  • Successfully tried the first case under the then-newly enacted Section 205 of the Delaware General Corporation Law, validating the issuance of stock previously determined to be void, resulting in clients gaining control of the company. In re Numoda Corp. S’holders Litig., 2015 WL 402265 (Del. Ch. Jan. 30, 2015).