Delaware law regarding creditors’ abilities to bring successful breach of fiduciary duty claims has evolved significantly over the past 15 years — from creditors once being able to assert direct claims to now being able only to assert derivative claims on behalf of all creditors in “rare” circumstances.

In a recent Delaware Chancery Court opinion, Vice Chancellor J. Travis Laster held that lenders — particularly sophisticated financial institutions — must look to the enforcement of their contractual rights with borrowers as their predominant (if not sole) remedy and source of...