The following is a general summary of § 262 of the DGCL.
The rights and obligations of stockholders and companies will vary depending
upon the circumstances of the particular merger. The appraisal process under §
262 of the DGCL, however...
Recent decisions of the Delaware courts have clarified the
remedies for breaches of the duty of disclosure. The duty of disclosure owed by
directors to stockholders is not a separate fiduciary duty, but instead an
application of the duties of care and...
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§ 7.04 Terms Included in Commitment Papers
After a prospective lender has evaluated the legal and commercial implications of a proposed financing, a prospective lender is ready to prepare...
Many public companies have advance notice bylaw
provisions requiring a shareholder to provide the company with advance notice
of matters or board nominees the shareholder wants to put forth for a
shareholder vote at a shareholders meeting, providing the...