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Recent Delaware case questions ability of common stockholders to prospectively waive appraisal rights; strictly enforces notice requirement to use drag along right

  • Porter Wright Morris & Arthur LLP
  • -
  • USA
  • -
  • March 31 2015

Drag along rights and an accompanying waiver by a minority stockholder of appraisal rights in connection with a change in control transaction

The short, unhappy life of the recent appraisal trend

  • Paul Hastings LLP
  • -
  • USA
  • -
  • March 27 2015

During the past two years, appraisal suits appeared to be the next frontier in deal litigation. In 2013, investment funds with substantial holdings

Proposed appraisal statute amendments would permit companies to reduce their interest costlikely to discourage “weaker” appraisal claims and make settlement of “stronger” claims harder

  • Fried Frank Harris Shriver & Jacobson LLP
  • -
  • USA
  • -
  • March 23 2015

Proposed amendments to the Delaware appraisal statute announced last week are expected to be adopted by the Delaware Legislature

Delaware Court of Chancery holds that fee-shifting bylaw does not apply to former stockholder

  • Paul, Weiss, Rifkind, Wharton & Garrison LLP
  • -
  • USA
  • -
  • March 17 2015

In Strougo v. Hollander, the Delaware Court of Chancery held that a fee-shifting bylaw did not apply to a former stockholder’s challenge to the

Minority stockholders did not waive appraisal rights when the company exercised drag-along rights following the merger

  • Kaye Scholer LLP
  • -
  • USA
  • -
  • March 13 2015

In a recent opinion, Halpin v. Riverstone National, Inc., the Delaware Court of Chancery granted the minority stockholders' appraisal rights

Delaware Court of Chancery holds that minority stockholders did not waive appraisal rights in a merger where the company failed to properly exercise drag-along rights

  • Paul, Weiss, Rifkind, Wharton & Garrison LLP
  • -
  • USA
  • -
  • March 4 2015

In Halpin v. Riverstone National, Inc., a controlling stockholder caused the company to complete a merger, but did so without exercising drag-along

Forcing agreement: limitations on the ability to bind non-consenting Delaware stockholders to post-closing obligations in a private merger

  • Paul Hastings LLP
  • -
  • USA
  • -
  • March 4 2015

The Delaware Court of Chancery (the "Court") recently ruled in Cigna Health and Life Ins. Co. v. Audax Health Solutions, Inc., C.A. No. 9405-VCP

Exercising drag-along rights after merger did not waive appraisal rights

  • Stinson Leonard Street LLP
  • -
  • USA
  • -
  • February 28 2015

In Halpin et al v. Riverstone National, Inc., the Delaware Court of Chancery found that invoking drag-along rights against minority stockholders

Recent Delaware case addresses board duties in merger situation

  • Kelley Drye & Warren LLP
  • -
  • USA
  • -
  • January 14 2015

When a Delaware company is for sale, its Board of Directors has various responsibilities in navigating the selling process. Among those

Delaware corporate law and litigation: what happened in 2014 and what it means for you in 2015

  • DLA Piper LLP
  • -
  • USA
  • -
  • January 12 2015

Delaware has long been known as the corporate capital of the world, and it is now the state of incorporation for 66 percent of the Fortune 500 and