Litigation

Novel Delaware Issue of Corporate Bylaws in Airgas Case

By Francis G.X. Pileggi

The Deal Professor, a/k/a Professor Davidoff, writes here about a novel issue of Delaware corporate law involving corporate bylaws, in connection with the ongoing Airgas/Air Products litigation pending in the Delaware Court of Chancery, about which we have highlighted several decisions available here. Airgas has argued that a bylaw amendment  proposed by Air Products to move the annual meeting to a sooner date, is invalid under DGCL Section 141(d). That section allows for staggered boards and the proposed amendment would seek to defeat the goal of a staggered board by seeking to vote for removal of the second class of staggered board members prior to the next regularly-scheduled board meeting.

Full post as published by Delaware Corporate and Commercial Litigation Blog on September 05, 2010 (boomark / email).