My latest latest article for the national publication of the National Association of Corporate Directors, called Directorship, features highlights of a recent Delaware Court of Chancery decision that addresses claims that directors breached their fiduciary duty of loyalty by approving side deals that unduly benefitted them personally in connection with a merger. That opinion styled Kahn v. Stern, was previously the subject of a synopsis on these pages. The court determined that insufficient bad faith was alleged in order to trigger the duty of loyalty, as compared to allegations that may have implicated the duty of care which was subject to the protection of an exculpation clause pursuant to DGCL Section 102(b)(7).