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The Caremark Chimera: Can Directors Be Liable when the Red Flag is hidden from Them?

On June 18, 2019, in Marchand v. Barnhill, the Delaware Supreme Court revived a stockholder derivative lawsuit against the directors of ice-cream manufacturer Blue Bell Creameries USA, Inc. The suit alleged breaches of the...more

Delaware Supreme Court Clarifies The Role Of Deal Price In Appraisal Proceedings

In a long-awaited decision regarding Delaware’s appraisal statute, the Delaware Supreme Court ruled that in determining the fair value of a company, there is no presumption that the agreed upon transaction price is the fair...more

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