Freeze-Out Mergers

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Business Litigation Reporter -- June 2014

Goodwin Procter’s Business Litigation Reporter provides timely summaries of key cases and other developments within dedicated Business Litigation sessions and related courts throughout the country – courts within which...more

2014 Amendments To The Minnesota Business Corporation Act

In This Issue: - Filing Pre-Clearance - Squeeze Outs Through Reduction to Fractional Shares - Interest in Dissenters’ Rights Actions - Cross Entity Conversion - Class or Series Voting on Amendments - The...more

Delaware Supreme Court Deals Blow to Merger Litigation Plaintiffs

On Friday, the Delaware Supreme Court adopted the business judgment rule standard of review for some controlling stockholder freeze-out mergers and potentially other interested party transactions. In Kahn, et al. v. M&F...more

In re MFW Shareholders Litigation: Business Judgment Rule Applicable to Freeze-Out Mergers with Built-in Protections for Minority...

On May 29, 2013, the landmark decision of In re MFW Shareholders Litigation (MFW), issued by Chancellor Strine of the Delaware Chancery Court, held the business judgment rule standard of review is applicable to freeze-out...more

Delaware Court Applies the Business Judgment Rule to a Controlling Stockholder Merger

In a recent decision, the Delaware Court of Chancery for the first time applied the business judgment rule standard of review to a controlling stockholder (or freeze-out) merger. In re MFW Shareholders Litigation, C.A. No....more

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