This browser is not actively supported anymore. For the best passle experience, we strongly recommend you upgrade your browser.

| less than a minute read

Court of Chancery Explains Unfair Dealing Law in Cash-Out Case

In re Dole Food Co. Inc. Stockholder Litigation, C.A. 8703-VCL (August 27, 2015)

Aside from the very large damage award, this decision should be noted for its thorough analysis of the duties of a controlling stockholder and his aides in the way they act to carry out a going private transaction.

Taking steps to decrease the market price before making a cash-out proposal, not telling the truth to a special committee reviewing the proposal, and pressuring committee members are serious violations of the duty to act fairly and in good faith.

Tags

blog, complex commercial litigation, corporate counseling & litigation