In February 2025, the Delaware General Assembly introduced legislation to significantly amend Section 144 of the Delaware General Corporation Law (DGCL) to improve the legal framework surrounding transactions involving...more
4/2/2025
/ Board of Directors ,
Conflicts of Interest ,
Controlling Stockholders ,
Corporate Governance ,
Delaware General Corporation Law ,
Fiduciary Duty ,
New Legislation ,
Proposed Amendments ,
Safe Harbors ,
Securities Regulation ,
Shareholders
The Delaware Chancery Court recently invalidated a buyer’s attempt to obtain a release and indemnification obligations from selling stockholders of a Delaware corporation that was acquired in a merger. The ruling will require...more
The federal district court in Massachusetts ruled recently that an aggrieved buyer in an M&A transaction cannot join individual selling shareholders to a litigation over the transaction if the shareholders have appointed a...more