WILMINGTON – Andre “Andy” G. Bouchard, the former head of the influential Delaware Court of Chancery, announced Monday that he is joining Paul, Weiss, Rifkind, Wharton & Garrison LLP as a partner in its Wilmington office.
The decision to leave Chancery came after Bouchard assessed his career and his plan for the future, he told Delaware Business Times in a Tuesday interview.
“I was at a point in my career where I wanted to really take some time off to reset a little bit, spend frankly a little more time with my family and figure out what I wanted to do for the last part of my legal career,” he said, noting that turning 60 this year emphasized that planning. “After I did take some time off, it really led me to decide Paul Weiss was the right place to be for that.”
In Paul Weiss, Bouchard is joining a Top 20 U.S. AmLaw firm as the partner leading about six attorneys at the 12-year-old Wilmington office. Before his appointment, he spent 28 years in private practice in Wilmington, including as the managing partner of a corporate and commercial litigation boutique he founded in 1996.
His partner at that firm was Stephen Lamb, who too would be appointed for a term on the Chancery Court and who now serves as an of counsel at Paul Weiss. Bouchard concedes his longtime friend was partly responsible for his decision to join the leading international firm, but it was more so to be involved in some of the most consequential and complex cases being tried today.
“Paul Weiss is being retained by a world-class clientele for some of the most complex legal and business challenges that there are, including many of the most significant matters in Delaware,” he said, noting that he held many of the firm’s lawyers in high esteem from hearing their cases over the years.
With a deep well of knowledge and experience related to Delaware law, Bouchard plans to be in an advisory role at Paul Weiss, specifically advising executives, boards of directors, special committees, independent committees, and others on fiduciary duty issues and other aspects of Delaware corporate law and governance. He also anticipates advising companies and boards on strategies for navigating shareholder class and derivative actions, something for which he had a front-row seat for years.
Bouchard stepped down from his seat as chancellor in April about seven years into his 12-year appointed term. He led the Chancery Court through a transformational period as its bench grew from five to seven officers to hear a growing caseload.
Chancery continues to be “the preeminent forum in the United States to resolve business disputes,” in Bouchard’s view, based on the more than century of precedent case law that is followed. He also pointed to the court’s responsiveness, noting that during the pandemic it quickly took to virtual hearings after just a few weeks to keep cases moving.
“When I left five months ago, there was really no pandemic-related backlog, which is extraordinary and I don’t know that there’s that many other courts that can say that around the country,” he said.
An influential jurist as well, Bouchard oversaw mega cases like Viacom’s merger with CBS in 2018-19 and the 2020 case over Softbank’s $3 billion tender offer to WeWork. His 2016 Trulia decision in particular chilled law firms from seeking large legal fees for disclosure-only settlements in Chancery Court related to merger-and-acquisition cases.
“Trulia was definitely an important case, in the sense that I think the stand had to be taken against disclosure settlements of marginal value,” he said. “I think that was the right message to send. It seemed to be well-received by the Bar (Association), and I think it’s had some impact in preventing people from bringing some of those kinds of cases.”
In Delaware, it’s hard to separate Bouchard from the barrage of criticism he’s received from the employees and owner of translation company TransPerfect. As chancellor, Bouchard ordered the sale of the company in 2015 amid an adversarial stalemate between its founders. In the years since, employees of the company have launched a public campaign critical of Bouchard, Chancery Court and individual lawyers connected to the case – it continued this week in reaction to Bouchard’s move to Paul Weiss.
“No, my decision to retire has absolutely nothing to do with the TransPerfect case, or for that matter, any other case that I worked on while I was on the bench, of which I’m very proud,” he emphasized.
“I think it’s also important to keep in mind that TransPerfect is a pretty extraordinary case,” he added, noting that the Delaware Supreme Court upheld his handling of the case. “I think, candidly, the amount of scorched earth litigation that spawned out of it affecting collateral parties was unprecedented, and I didn’t escape that.”
Now that he’s no longer on the bench, Bouchard expects to be more involved in the Delaware community where he has lived for more than 50 years. He serves on the board of trustees for his alma mater Salesianum School and now chairs the board of the John L. Weinberg Center for Corporate Governance at the University of Delaware.
