Jacey Gottlieb

Jacey Gottlieb

Hogan Lovells

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Delaware Supreme Court applies business judgment rule in litigation claiming speculative benefits to the board

The Supreme Court of Delaware reversed the Court of Chancery's application of the entire fairness standard to a company's decision to redomesticate. In the proceedings below, the minority shareholders of TripAdvisor, Inc. and...more

7/1/2025  /  Appeals , Board of Directors , Business Judgment Rule , Business Litigation , Corporate Governance , Delaware , Entire Fairness Standard , Fiduciary Duty , Shareholder Litigation , Shareholders

Solak v. Mountain Crest Capital: fiduciary duties claims abound for SPAC sponsors and directors

In Solak v. Mountain Crest Capital, the Delaware Court of Chancery found that a stockholder plaintiff pleaded a viable breach of fiduciary duty claim based on an alleged failure of the board of directors of a SPAC to disclose...more

5/27/2025  /  Board of Directors , Breach of Duty , Delaware , Disclosure Requirements , Fiduciary Duty , Mergers , Motion to Dismiss , Securities Litigation , Shareholder Litigation , Special Purpose Acquisition Companies (SPACs)
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