Delaware Supreme Court Overrules Gentile Carve-out, Holding An Improper Transfer Of Economic Value And Voting Power To A Controlling Stockholder Through An Equity Overpayment Is A Derivative Claim
Shearman & Sterling
OCTOBER 19, 2021
As we discussed in our prior post, plaintiffs alleged that a private placement of stock to the Company's controlling stockholder at a price that undervalued the shares diluted the financial and voting interest of the minority stockholders. 2004), and expressly overruled Gentile and its carve-out from Tooley. 2d 1031 (Del.
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