In Ravenswood Investment Co. v. Winmill & Co., No. 7048 (Del. Ch. May 30, 2014), the Delaware Chancery Court held that a corporation cannot “require [a shareholder] to agree not to trade in [the company’s] stock as a condition to inspect its nonpublic financial statements.”  In Ravenswood, the plaintiff, a stockholder of the over-the-counter traded defendant, made a request pursuant to 8 Del. C. 220 to view, among other things, certain nonpublic financial statements of the defendant in an effort to value the plaintiff’s holdings.  In response, and due to the defendant’s concern about “’tipper’ liability under federal securities laws,” the defendant requested that the plaintiff agree to a “restriction forbidding” the plaintiff from trading the defendant’s stock after receiving the nonpublic financial statements.  In holding that the defendant could not restrict the plaintiff’s trading, the Chancery Court observed that “Delaware has long recognized that valuing stock is a proper purpose to support a stockholder’s request for financial information” and “the whole point of valuing stock is so that stockholder can determine what to do with it: to buy, to sell or to use the value for some other appropriate purpose.”  Therefore, a restriction forbidding the plaintiff from trading stock after receiving nonpublic financial statements would “frustrate this fundamental stockholder right.”  The Chancery Court did warn, however, that its holding did not “exempt” either party from liability under federal securities laws based on the provision or trading off of material, nonpublic information.