Morgan T. Zurn
How Judge Zurn decides
Patterns drawn from this judge's own signed orders. Every observation links to the order it came from.
What persuades
She credits a party's own documented, contemporaneous conduct -- what a company's counsel told a stockholder, what a beneficiary was actually told and when -- over litigation-driven reframing of the same facts, and will hold a company or fiduciary to a settlement offer or representation it made and then tried to bury.
“William did not accept or reject the offer or inform Wells that it was made.”
In pleading-stage indemnification and advancement disputes, she reads Delaware's mandatory-success statute literally: an indemnitee who avoided an adverse result, even by a purely technical or belatedly raised defense, has succeeded and is entitled to indemnification -- she will not let a corporation relitigate how a party won.
“The 'on the merits or otherwise' language of Section 145(c) means an indemnitee is 'indemnified as a matter of right' even 'if he or she successfully asserts a technical defense.'”
She looks past a litigant's own imprecise legal labels to the substance of what the evidence shows, particularly for a self-represented or lay party (a pro se litigant, a beneficiary acting without counsel, family members disputing an estate), rather than dismissing on a technicality of form.
“When comparing the substance of William's disclosures to Barbara, rather than their form, it is clear he met his disclosure obligations.”
Procedural preferences
She enforces Court of Chancery Rule 15(aaa) strictly: a plaintiff facing a motion to dismiss must elect, before its answering brief is due, either to amend or to stand on the complaint -- a motion to amend filed later, while the motion to dismiss is fully briefed and under advisement, comes too late and will be denied (without prejudice) regardless of the new claim's merits.
“Court of Chancery Rule 15 does not permit a plaintiff to amend his complaint after he filed his answering brief but before the motion to dismiss is decided.”
On exceptions to a magistrate's report, she conducts a genuine de novo review of the trial record rather than deferring to the magistrate's findings, and will reopen the record for supplemental affidavits where a party's exception raises a defense (like acquiescence) the magistrate never had a fair chance to consider because the issue surfaced only at trial.
“I believe there is good cause to expand the record here. Barbara's counsel brought up the license plate for the first time at trial.”
She treats an arbitration clause as a species of forum-selection clause rather than a jurisdictional bar, so the question of whether the parties clearly and unmistakably agreed to arbitrate arbitrability itself is decided by the court, not assumed in the arbitration proponent's favor.
“After concluding that there is no clear and unmistakable intent to submit the dispute over arbitrability to an arbitrator, I find the parties did not intend to arbitrate Kokorich's claims.”
In approving class settlements, she scrutinizes the scope of the release with real teeth -- she rejected a first proposed AMC settlement because the release swept too broadly, and only approved a revised, narrower release after the parties fixed it, even while acknowledging the case for a fiduciary-duty remedy was otherwise strong.
“The first was issued on July 21, 2023, and declined to approve the settlement because the release was unsound.”
Cautions
She is willing to deny even an emergency, sympathetic request for equitable relief where no legal right underlies it, distinguishing compassion for a litigant's circumstances from the existence of an enforceable right -- and will say so plainly rather than stretch the law to reach a sympathetic result.
“Patients, even gravely ill ones, do not have a right to a particular treatment, and medical providers' duty to treat is coterminous with their standard of care.”
She takes recusal motions seriously enough to explain her reasoning in detail even when the premise is mistaken (for example, correcting a litigant's confusion about how Delaware's state judiciary is selected), but will not treat disagreement with her substantive rulings, however framed, as a basis for disqualification.
“Holland's points may be grounds for appeal, but they are not grounds for recusal.”
In derivative Caremark oversight litigation, she distinguishes a board's complete failure to establish any safety- or compliance-monitoring system from a board's business judgment about how to handle a departing executive's compensation -- pleading around the first can clear demand futility even where the second cannot.
“The stockholders may pursue the Company's oversight claim against the board.”
Signed rulings
A grounded sample of orders signed by this judge, with the verbatim dispositive language.
“Barbara's exceptions on the VCM beneficiary designation are DISMISSED.”
“William's exceptions on the van, gas, food and beer, and the disclosure obligations are SUSTAINED. The record is EXPANDED on William's exceptions on the license plate.”
“Exabeam's motion to dismiss is granted.”
“Barkan's motion to intervene and stay the Plenary Action is DENIED.”
“What remains of this matter is hereby dismissed subject to transfer under 10 Del. C. § 1902.”
“Her motion is untimely and is denied on that basis.”
“The Class Representative Motion is denied.”
“The Recusal Motion is denied.”
“I certify the class as a non-opt-out class under Rules 23(a), 23(b)(1), and 23(b)(2). ... I conclude the settlement is reasonable.”
“I award plaintiffs' counsel fees worth 12% of the settlement consideration.”
“Momentus's motion to dismiss under Rule 12(b)(1) is DENIED.”
“Its motion under Rule 12(b)(6) is GRANTED.”
“Defendant's Motion for Summary Judgment is DENIED.”
“Plaintiff's Motion for Summary Judgment is GRANTED IN PART, and DENIED IN PART as to the amount of fees.”
“Wells's motion to amend is DENIED WITHOUT PREJUDICE.”
“Wilmington Trust's motion to dismiss is DENIED.”
“Plaintiff's request for a mandatory preliminary injunction must be DENIED. My decision is animated both by Plaintiff's failure to show she is entitled to the relief she seeks at this procedural stage, and by her more fundamental failure to identify any established right that would serve as a basis for that relief.”
“The stockholders may pursue the Company's oversight claim against the board.”
“The Motion is therefore granted as to Plaintiffs' Muilenburg compensation claims.”
“The Motion Is Granted As To Count II's Claim Against The Officer Defendants.”
“The Motion is GRANTED and the Complaint is DISMISSED.”
“Petitioner has failed to establish a basis to support the extreme remedy of dissolution.”
“The Status Quo Order is hereby VACATED.”
Put Judge Zurn's record to work
Ezel drafts and answers grounded in this exact profile: how Judge Zurn actually rules, not a generic AI guess.
Opens in Ezel Pro. Every answer is grounded in Judge Zurn's own signed orders and cites them.