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Amendments to DGCL Proposed After Chancery Decisions on M&A Practice and Stockholder Agreements on Corporate Governance Rights

The Council of the Corporation Law Section of the Delaware State Bar Association has proposed amendments to the Delaware General Corporation Law that, if enacted by the General Assembly, will address issues raised in three...more

Delaware Court of Chancery Agrees with SLC, Dismisses $1 Billion Suit Against Carvana

In the case of Carvana Co. Stockholders Litigation, the Delaware Court of Chancery followed the special litigation committee’s (SLC’s) recommendation and dismissed a stockholder complaint alleging that the company’s...more

Delaware Corporation’s Nevada Move Subject to Entire Fairness

In the case of TripAdvisor Inc., the Delaware Court of Chancery held that the corporation’s decision to reincorporate in Nevada is subject to the entire fairness standard. The court found that, based on the facts pled,...more

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