The Latest Politically Motivated Books and Records Inspection Demand
Going after NVIDIA's deal with Trump
There’s an interesting new books and records inspection complaint involving the deal NVIDIA cut with the Trump administration to be allowed to sell chips to China.
It’s the latest in what seems to be a growing number of politically motivated books and records demands.
Unlike the series of posts I offered up regarding NCPPR v. United Airlines, which was filed in Illinois and sought relief under Illinois law even though United is a Delaware corporation, the NVIDIA case was filed in Delaware Chancery Court.1
Regular readers may also recall my post on the books and records action filed against Disney in connection with its suspension of Jimmy Kimmel.
In the present action, NVIDIA stockholders David A. Copus and Richard D. Paisner, filed a verified complaint in the Delaware Court of Chancery under 8 Del. C. § 220 seeking to inspect certain books and records of NVIDIA Corporation relating to alleged agreements with the U.S. Department of Commerce (DOC) to remit revenue percentages tied to AI chip sales to China. The complaint alleges NVIDIA’s board agreed to DOC demands to pay the U.S. government a percentage of revenues in exchange for export licenses—payments plaintiffs characterize as unlawful and unsupported by statute or regulation.
As there is no dispute that the NVIDIA demand is subject to the current version of DGCL § 220 as amended by SB 21, the complaint presents some very interesting questions as to the state of Delaware law on books and records inspections.
Keep reading with a 7-day free trial
Subscribe to Bainbridge on Corporations to keep reading this post and get 7 days of free access to the full post archives.