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Corporate Governance

: The Harvard Law School Corporate Governance Blog

Chancery Weighs in on Disclosure of Projections in Merger Votes

By Harvard Law School Program on Corporate Governance

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With his November 30 opinion in Globis Partners v. Plumtree Software, Vice Chancellor Parsons weighs in on the evolving standards for merger-related disclosure of projections, as well as investment bankers’ work and compensation. The opinion also importantly confirms that, even where a complaint invokes Revlon’s reasonableness standard by challenging the directors’ approval of a cash-out merger, it can still be dismissed at the pleading stage if it fails to allege facts sufficient to rebut the presumptions of the business-judgment rule.

Full post as published by The Harvard Law School Corporate Governance Blog on December 06, 2007 (boomark / email).

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