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Acquisitions › Minority Shareholders › Shareholder Litigation

Stradling Yocca Carlson & Rauth

Bridging the M&A Gap: Independent Counsel and Minority Shareholder Protection

Stradling Yocca Carlson & Rauth on

When a private company is being sold, it is necessary for its minority shareholders to be mindful of protecting their own individual interests when diverging from the controlling shareholder’s interests. Because the...more

Cadwalader, Wickersham & Taft LLP

In re Oracle Corporation Derivative Litigation: Delaware Supreme Court Affirms Chancery Court Decision Not to Impose Fiduciary...

Cadwalader, Wickersham & Taft LLP on

On January 21, 2025, the Delaware Supreme Court affirmed the Court of Chancery’s decision in In re Oracle Corp. Derivative Lit., finding that a less than 50% stockholder does not owe fiduciary duties absent evidence of either...more

White & Case LLP

Stock Market Class Action: New protection system of minority shareholders on takeovers in breach of the Securities Market Law

White & Case LLP on

On March 19, 2019 a law initiative of Senator Ricardo Monreal Ávila was published in the Parliamentary Gazette of the Senate with a decree project, by means of which certain provisions of the Federal Civil Proceedings Code...more

A&O Shearman

Who’s the Boss? Minority Stockholders That Exercise Control

A&O Shearman on

In two recent cases, the Delaware Court of Chancery provided informative guidance on when stockholders that hold less than 50% of a corporation’s stock are nevertheless considered to be controlling stockholders. This inquiry...more

Morris James LLP

Court Of Chancery Explains When A Minority Stockholder Has Control

Morris James LLP on

In re Tesla Motors Inc. Stockholder Litigation, C.A. No. 12711-VCS (Del. Ch. Mar. 28, 2018) - Under Delaware law, a controlling stockholder need not be a majority stockholder. Rather, a controlling stockholder might be a...more

Patterson Belknap Webb & Tyler LLP

Commercial Division Grants Preliminary Injunction in Shareholder Dispute

Patterson Belknap Webb & Tyler LLP on

On January 6, 2017, Justice Charles E. Ramos of the Commercial Division issued an order enjoining two corporations from taking action in violation of a shareholders agreement of a third company. The case, Ciment v. SpanTran,...more

Skadden, Arps, Slate, Meagher & Flom LLP

"Two Court of Chancery Deal Litigation Decisions Provide Helpful Guidance"

Skadden, Arps, Slate, Meagher & Flom LLP on

Chelsea Therapeutics: Post-Closing Bad Faith Claim a ‘Rare Bird’ in Delaware Absent Allegations of Self-Interestedness or Lack of Independence - In In re Chelsea Therapeutics International LTD Stockholders Litigation,...more

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