Thursday, February 24, 2011
Don't like the Airgas decision? Maybe you're with Chancellor Chandler in thinking that Interco wasn't all that bad - that fully-informed stockholders should have the right to decide whether or not to accept an offer. That's not the present law. But argues Prof. Bebchuk argues in today's WSJ one is not totally without recourse. The proper response to the Airgas decision is simply to ramp up what is already happening - more declassfication of corporate boards. The pill's power comes from its combination with the staggered board. Take away the staggered board and acquirers will be able to engage in proxy contests that can be resolved in one election cycle.