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Shareholder Rights Delaware Board of Directors

Hinckley Allen

Delaware Court of Chancery Invalidates Common Stockholder Governance Rights in Stockholder Agreement

Hinckley Allen on

Key Takeaways - The Delaware Court of Chancery held that stockholder governance rights that restrict the ability of the board of directors to manage or direct the business and affairs of a corporation are facially invalid...more

Paul Hastings LLP

Delaware Chancery Court Invalidates Moelis Shareholder Agreement

Paul Hastings LLP on

On February 23, 2024, a decision by Vice Chancellor J. Travis Laster in the Delaware Chancery Court invalidated parts of a shareholder agreement between Moelis & Company and its Chairman, Chief Executive Officer and founder,...more

Akin Gump Strauss Hauer & Feld LLP

Delaware Chancery’s Moelis II Decision Provides Cautionary Tale for Boards and Activists

On February 23, 2024, Vice Chancellor Travis Laster of the Delaware Court of Chancery issued his 131-page decision in West Palm Beach Firefighters’ Pension Fund v. Moelis & Co., No. 2023-0309-JTL. The case involved a...more

Wilson Sonsini Goodrich & Rosati

Delaware Court of Chancery Addresses Validity of Stockholder Agreement-Based Restrictions over Corporate Governance Matters

On February 23, 2024, Vice Chancellor J. Travis Laster of the Delaware Court of Chancery issued a decision concluding that some provisions of a stockholder agreement purporting to give a large stockholder various governance...more

Allen Matkins

Lawsuit Challenges TripAdvisor's Proposal To Move From Delaware To Nevada

Allen Matkins on

Earlier this month, TripAdvisor, Inc. filed preliminary proxy materials that include a proposal to redomesticate the company from Delaware to Nevada.  Within days a lawsuit was filed in the Delaware Court of Chancery...more

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