Delaware Supreme Court Clarifies “Cleansing Effect” of Fully-Informed Stockholder Vote
Court also explains that:
(i) Good faith reliance by corporate directors does not absolve M&A advisors from potential aiding and abetting liability; and
(ii) Scienter is the standard for establishing aiding and abetting liability.
Robert S. Reder
Professor of the Practice of Law at Vanderbilt University Law School, has been serving as a consulting attorney at Milbank, Tweed, Hadley & McCloy LLP in New York City since his retirement as a partner in April 2011.