M & A Law Prof Blog

Editor: Brian JM Quinn
Boston College Law School

Thursday, November 11, 2010

Lamb on the Unified Standard

Former Vice Chancellor Lamb comments on the "unified standard" of review for freezeout transactions in the most recent Directorship:

... for the time being, the law in this area remains unsettled, and controlling stockholders who are considering a freezeout must continue to weigh the risk of entire-fairness review against the transactional uncertainty introduced by empowering a special committee to negotiate the controlling stockholder's proposal and even block any further acquisition of shares by it through the implementation of a poison pill. 



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