Under Corwin v. KKR Financial Holdings LLC1 and its progeny, “when disinterested, fully informed, uncoerced stockholders approve a transaction absent a looming conflicted controller,” the irrebuttable business judgment rule...more
11/29/2018
/ Acquisitions ,
Appeals ,
Books & Records ,
Breach of Duty ,
Business Judgment Rule ,
Competitive Bidding ,
Controlling Stockholders ,
Corwin Doctrine ,
DE Supreme Court ,
Dismissals ,
Fiduciary Duty ,
Material Disclosures ,
Mergers ,
Pleading Standards ,
Reversal ,
Schedule 14D-9 ,
Section 220 Request ,
Shareholder Litigation ,
Shareholder Rights ,
Shareholder Votes
The Delaware Supreme Court has held that strict adherence to the procedural requirements of Section 220 of the Delaware General Corporation Law “protects the right of the corporation to receive and consider a demand in proper...more
5/8/2017
/ Board of Directors ,
Books & Records ,
Breach of Duty ,
Burden of Production ,
Burden of Proof ,
Credible Basis Standard ,
DE Supreme Court ,
Evidence ,
Fiduciary Duty ,
Mismanagement ,
Section 220 Request ,
Shareholders ,
Standing