Richard Li is a Partner in the firm’s Litigation Department. His practice focuses on a broad range of complex commercial litigation, including mergers and acquisitions litigation, stockholder derivative claims, intellectual property disputes, and securities class actions.
Mr. Li has represented public and private corporations, boards of directors, special litigation committees, individual directors and officers, and alternative entities and their managers in a wide variety of disputes before the Delaware Court of Chancery and the Delaware Supreme Court. He regularly advises senior executives and boards of directors on fiduciary duties and corporate governance matters, particularly those involving mergers and acquisitions, and has represented investors and corporations in connection with activist matters and proxy contests. He has also served as counsel to special committees and corporate clients conducting internal investigations in response to stockholder litigation demands and derivative litigation.
Prior to joining Willkie, he served as a judicial law clerk to Vice Chancellor Paul A. Fioravanti of the Delaware Court of Chancery. A proud first-generation lawyer, Mr. Li is an active member of Willkie's First Generation Professionals Affinity Group.
Mr. Li has represented public and private corporations, boards of directors, special litigation committees, individual directors and officers, and alternative entities and their managers in a wide variety of disputes before the Delaware Court of Chancery and the Delaware Supreme Court. He regularly advises senior executives and boards of directors on fiduciary duties and corporate governance matters, particularly those involving mergers and acquisitions, and has represented investors and corporations in connection with activist matters and proxy contests. He has also served as counsel to special committees and corporate clients conducting internal investigations in response to stockholder litigation demands and derivative litigation.
Prior to joining Willkie, he served as a judicial law clerk to Vice Chancellor Paul A. Fioravanti of the Delaware Court of Chancery. A proud first-generation lawyer, Mr. Li is an active member of Willkie's First Generation Professionals Affinity Group.
Experience
- "Delaware Supreme Court Reinstates Tesla's Performance-Based Equity Award to Elon Musk," Employee Benefit Plan Review (March-April 2026)
- "2025 Delaware Year-End Review: M&A and Shareholder Litigation," Willkie Client Memo (January 29, 2026)
- “Delaware Supreme Court Reinstates Tesla’s Performance-Based Equity Award to Elon Musk,” Willkie Client Memo (December 22, 2025)
- “Delaware Passes Major Amendment to Its Leading General Corporation Law,” Willkie Client Memo (April 3, 2025)
- “Delaware Supreme Court Holds that the Business Judgment Rule Will Protect Redomestication on a “Clear Day,’” Willkie Client Memo (February 5, 2025)
- "2024 Delaware Year-End Review: M&A and Shareholder Litigation," Willkie Client Memo (January 30, 2025)
- "2023 Delaware Year-End Review: M&A and Shareholder Litigation," Willkie Client Memo (February 13, 2024)
- "2022 Delaware Year-End Review: M&A and Shareholder Litigation," Willkie Client Memo (February 7, 2023)
- Anguilla Social Security Board v. Black et al. (representing the Special Litigation Committee of the Board of Directors of a major asset management firm in connection with its investigation of claims associated with a shareholder derivative action filed in the Delaware Court of Chancery against the firm and certain officers and directors)
- Khan v. Warburg Pincus LLC (represented Warburg Pincus and six affiliated investment funds in securing a decisive Delaware Supreme Court affirmance, preserving complete dismissal of a minority investor challenge to the Summit Health-CityMD sale and reinforcing the force of fiduciary duty waivers in Delaware LLC agreements)
- Employees’ Retirement System of the State of Rhode Island et al. v. Guess?, Inc., et al. and Verition Multi-Strategy Master Fund, Ltd. v. Guess Inc. (representing Special Committee of the Board of Directors of Guess?, Inc. in litigation before the Delaware Court of Chancery in connection with the take-private acquisition of Guess? by certain shareholders in partnership with Authentic Brands Group and breach of contract claims arising out of the recent sale of Guess? Inc.)
- City of Hialeah Employees' Retirement System v. Insight Venture Partners, LLC (represented Insight Partners and co-founder/managing director Jeffrey Horing in securing the dismissal of a shareholder litigation in the Delaware Court of Chancery challenging nCino Inc.’s $1.2 billion acquisition of SimpleNexus LLC, which was affirmed on appeal)
- Stewart N. Goldstein, M.D. v. Alexander J. Denner, et al. (represented defendants Alexander J. Denner, Sarissa Capital Domestic Fund LP, Sarissa Capital Management GP LLC, Sarissa Capital Management LP, and Sarissa Capital Offshore Master fund LP in Delaware Court of Chancery litigation arising from the 2018 sale of Bioverativ Inc. to Sanofi S.A.)
- Vintage Capital Management LLC v. Rent-A-Center Inc. (represented buyer in Delaware Court of Chancery litigation against seller concerning termination of $1.36 billion merger transaction)
- Integral Ad Science Holding Corp., Stockholders Litigation and In re Appraisal of Integral Ad Science Holding Corp. (representing the buyer and acquired company the in the Delaware Court of Chancery in both an appraisal action to determine the fair value of dissented shares from a merger, and a related action asserting breach of fiduciary duty claims against certain former directors of the acquired company)
- PXP Producing Company LLC v. MitEnergy Upstream LLC (representing an affiliate of Mitsui & Co. in an action in the Delaware Court of Chancery by a Freeport-McMoRan affiliate to nullify the certificate of cancellation in order to pursue hundreds of millions of dollars in indemnification against Mitsui for oil platform decommissioning costs)
- Fresh Express Vegetable, LLC v. Leslie Surber and Taylor Fresh Foods, Inc. v. Fresh Express Vegetable, LLC (representing a joint member of an LLC in consolidated suits in the Delaware Court of Chancery related to a food manufacturing joint venture involving claims for corporate dissolution and ultra vires expenditures as CEO)
- John Brice v. Kennedy Lewis Investment Management (representing the defendant private credit firm in connection with a breach of contract action in the Delaware Court of Chancery over a disputed equity interest)
- In re ZAGG (representing a company in a putative class action lawsuit in the Delaware Court of Chancery asserting breach of fiduciary duty claims in connection with a merger and breach of contract claims relating to a PPP Loan Forgiveness Rights Agreement)
Credentials
Education
New York University School of Law, J.D., 2014 Swarthmore College, B.A., 2011
Bar Admissions
Clerkships
Hon. Paul A. Fioravanti, Delaware Court of Chancery, 2020-2021