In Advance Notice Bylaws, Ambiguity Must Be Avoided
April 23, 2008, 12:00 AM EDT
Law360, New York (April 23, 2008, 12:00 AM EDT) -- For the second time in recent weeks, the Delaware Court of Chancery has narrowly construed an advance notice bylaw and left a public company without the protection of this important provision in the context of a proxy fight. Levitt Corp. v. Office Depot, Inc. (CA No. 3622-VCN, April 14, 2008).
U.S. public companies should review their advance notice bylaw provisions in light of the Levitt case as well as the recent JANA case to make sure they do not have the drafting problems that led the...