Partners Jody Barillare and Benjamin Wills, with associates Brian Morris, Michelle Catchur, Jessica Tyrrell, Alyssa Cavallo, and Brian Loughnane, authored a Law360 Expert Analysis looking at the Delaware State Bar Association’s proposed amendments to the Delaware General Corporation Law.
If enacted by the Delaware General Assembly, the amendments will address issues raised in three recent high-profile Delaware Court of Chancery decisions that touched on the validity of stockholder agreements governing corporate governance rights (West Palm Beach Firefighters' Pension Fund v. Moelis & Co.), the process required to approve merger agreements (Sjunde AP-Fonden v. Activision Blizzard Inc.), and the ability of corporations to contract for “lost-premium damages” in merger agreements (Crispo v. Musk).