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U S M&A Newsletter — March 2024 - Directors and Officers

Delaware Court Of Chancery: Controlling Stockholders Have Fiduciary Duties When Voting To Change The

In a pathfinding decision, the Delaware Chancery Court has specified the standards of conduct and review that apply to a controlling stockholder's exercise of its voting rights to block board action.

Delaware Court Of Chancery Holds That Controlling Stockholder Conduct Did Not Breach Fiduciary Duties But Rendered Buyout Transaction Unfair | Shearman & Sterling LLP

On January 24, 2024, Vice Chancellor J. Travis Laster of the Delaware Court of Chancery awarded a stockholder plaintiff class more than $18 million, finding that the acquisition of the.

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