Director and advisor disinterestedness and independence under Delaware law

Article Abstract:

Corporate directors must maintain their independence and avoid conflict of interests to survive judicial review of their decisions when challenged by stockholders. Decisions in Delaware courts can offer some guidance to directors. A survey of fiduciary and derivative transactions in which directors were found to have conflicts and an analysis of the courts' decisions in determining disinterest are presented as an aid to directors.

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Conflict transactions

Article Abstract:

The panel members discuss courts' reviews of corporate merger and acquisition actions that involve conflicts of interests on the part of directors.

Cases, Beliefs, opinions and attitudes, Corporation law, Panel Discussion, Lazarus, Lewis H., Sparks, A. Gilchrist, III, McGeever, Elizabeth M.

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