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Court of Chancery Explains Disclosure Rules

Posted In M&A

In re 3Com Shareholders Litigation, C.A. 5067-CC (December 18, 2009)

This decision explains that in litigating a disclosure claim it is important to relate the disclosures at issue to past decisions determining when a particular type of disclosure was actionable. Here the Court dealt with when projection must be disclosed and noted that not everything considered by management or a board must be put into the proxy statement.

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