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Shareholders › Merger Agreements › Aiding and Abetting

Skadden, Arps, Slate, Meagher & Flom LLP

Insights: The Delaware Edition - December 2024

Skadden, Arps, Slate, Meagher & Flom LLP on

In this issue, we explore ongoing corporate law issues involving controlling stockholders, with significant decisions anticipated from the Delaware Supreme Court in 2025; the rise in litigation over earnout provisions in...more

Morris James LLP

Court of Chancery Dismisses Aiding And Abetting Fraud Claim Against Corporate Officers And Directors On Grounds That A Corporation...

Morris James LLP on

Urvan v. AMMO, Inc., Consol. C.A. No. 2023-0470 PRW (Del. Ch. Feb. 27, 2024, corrected Mar. 14, 2024) - It is an axiom of Delaware law that a corporation acts through its human agents. This principle informs the causes of...more

Hogan Lovells

In re Mindbody Inc., Stockholder Litigation: Court finds unfair sale process

Hogan Lovells on

In re Mindbody Inc., Stockholder Litigation, C.A. No. 2019-0442-KSJM (Del. Ch. Mar. 15, 2023), the Delaware Court of Chancery held that a CEO breached his fiduciary duties by taking steps the court found tilted a merger sale...more

Morris James LLP

Court Of Chancery Explains Investment Banker Conflict Leads To Aiding And Abetting Claim

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Here the banker failed to make a timely disclosure to its client that it had previously pitched the buyer to make a bid for the client. The Court found that in the context of a motion to dismiss the Board may have breached...more

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