4 Significant Corporate Law Rulings

Law360, New York (February 18, 2009, 12:00 AM EST) -- In its recent Gantler v. Stephens decision, the Delaware Supreme Court announced several significant rulings and clarifications concerning Delaware corporate law, including:

1) explicitly ruling that officers of Delaware corporations owe the same fiduciary duties as those owed by directors;

2) limiting the insulating effect of common law shareholder ratification;

3) clarifying the application of the enhanced judicial scrutiny articulated in Unocal; and

4) explaining that while a board’s decision not to merge by itself is insufficient to rebut the business judgment presumption, the presumption may...
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