Corporate,
Mergers & Acquisitions,
Securities
Mar. 18, 2016
When minority stockholders control
A Delaware court recently provided insight into circumstances under which a minority stockholder becomes a controlling stockholder through its control of a corporation's board of directors.





Marc Boiron
Associate
Rutan & Tucker LLP
Email: mboiron@rutan.com
Marc focuses his practice on transactional matters involving emerging and mid-market companies in the areas of California and Delaware corporate laws.
TRANSACTIONS WITH BOIRON
In Calesa Associates L.P. v. American Capital Ltd., the Delaware Court of Chancery provides insight into circumstances under which a minority stockholder becomes a controlling stockholder through its control of a corporation's board of directors. In addition, the court sheds light on the validity of a written consent of stockholders that was executed without the stockholders' receipt of all of the exhibits to ...
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