Highlights & Analysis of Key Decisions from Delaware's Supreme Court & Court of Chancery
Zutrau v. Jansing, C.A. No. 7457-VCP (Del. Ch. Mar. 18, 2013).
Issues addressed in this Court of Chancery opinion: (1) The right to have a receiver appointed for a solvent corporation based on allegations of fraud and breach of fiduciary duty of directors; (2) direct claim for breach of fiduciary duty in connection with…
In evaluating a reverse stock split, the Court of Chancery in Ginette Reis v. Hazelett Strip-Casting Corp., C.A. No. 3552-VCL (Del. Ch. Jan. 21, 2011), applied an entire fairness analysis and held that a board’s attempt to cash out minority shareholders via a reverse split was neither the subject of a fair process nor resulted…