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Summaries and analysis of recent Delaware court decisions concerning business-related litigation.
- Chancery Finds Plaintiff Failed To State A Non-Exculpated Claim Against Special Committee Defendants In Complaint Challenging A Merger
- Chancery Finds Stockholder Conferred a Substantial Corporate Benefit by Challenging the Joint Vote of Two Classes of Common Stock under Section 242(b)(2) of the DGCL
- Court of Chancery Awards Plaintiffs Attorneys’ Fees and Costs in Section 225 Action for Obtaining a Substantial Benefit for the Corporation and its Stockholders
Morris James Blogs
Court Of Chancery Examines "Don't Ask, Don't Waive" Clause
By Morris James LLP on November 27, 2012
Posted In M&A
In re Complete Genomics Inc. Shareholder Litigation, C.A. 7888-VCL (November 27, 2012)
This transcript has an excellent review of the case law on deal protection clauses that limit what a Board can do upon receiving a possible better offer. The Court enjoined compliance with a "don't ask, don't waive" clause in such circumstances.
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