Don't like the Airgas decision? Maybe you're with
Chancellor Chandler in thinking that Interco wasn't all that bad - that
fully-informed stockholders should have the right to decide whether or not to
accept an offer. That's not the present law. But argues Prof. Bebchuk argues in today's WSJ one is not totally
without recourse. The proper response to the Airgas decision is
simply to ramp up what is already happening - more declassfication of corporate
boards. The pill's power comes from its combination with the staggered
board. Take away the staggered board and acquirers will be able to engage
in proxy contests that can be resolved in one election cycle.
Visit the M&A Law Prof
Blog, hosted by Brian JM Quinn, for blogs on legal developments in
corporate governance and mergers & acquisitions.
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