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Searching Content indexed under Corporate and Company Law by Roland Hlawaty ordered by Published Date Descending.
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Deferential Business Judgment Rule Can Apply To Going Private Transactions With Controlling Stockholders
Court of Chancery determines that the use of both a special committee and majority-of-the-minority vote will result in application of the business judgment rule.
United States
12 Jun 2013
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Delaware Court Imposes Four Month Delay To Hostile Bidder’s Exchange Offer And Proxy Contest
In a lengthy, highly contextual analysis in Martin Marietta Materials, Inc. v. Vulcan Materials Company1, the Delaware Court of Chancery recently took the extraordinary steps of enjoining – for 4 months
United States
22 May 2012
3
Delaware Court Blocks Sale Of Bank Stripped Of Its "Criticized Assets"
In In re BankAtlantic Bancorp, Inc., the Delaware Court of Chancery recently permanently enjoined the proposed sale of a troubled financial institution via a "good bank/bad bank" structure on the basis that it would violate "boilerplate" successor obligor provisions in indentures governing the terms of outstanding public securities.
United States
20 Apr 2012
4
Federal District Court Applies Hertz Corporate "Nerve Center" Test To Determine Citizenship Of LLC
Determines that single-member, manager-managed LLC’s "center of direction, control and coordination" is not state of incorporation of corporate member
United States
4 Oct 2011
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