Legal Opinion
Arnold v. Society for Sayings Bancorp, Inc.
Supreme Court of Delaware
Decided June 25, 1996No. 315, 1995PublishedCited by 105 opinions
1Opinion of the Court
VEASEY, Chief Justice:
In this appeal we consider the order of the Court of Chancery granting summary judgment and dismissing claims against the constituent corporations and the directors of the merged corporation for damages arising out of a disclosure violation in a merger proxy statement. In an earlier appeal, the directors were found to have committed a breach of their duty of disclosure, but the certificate of incorporation, as authorized by 8 Del. C. § 102(b)(7), was found to protect them from personal liability because they acted in good faith. Arnold v. Society for Sav. Bancorp, Inc.,…
2Cases cited19 opinions
- Blue Chip Stamps v. Manor Drug StoresSupreme Court of the United States · 1975
- Smith v. Van GorkomSupreme Court of Delaware · 1985
- Arnold v. Society for Savings Bancorp, Inc.Supreme Court of Delaware · 1994
- Stroud v. GraceSupreme Court of Delaware · 1992
- Gustave Gerstle, (Cross-Appellants) v. Gamble-Skogmo, Inc., (Cross-Appellee)Court of Appeals for the Second Circuit · 1973
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3Cited by105 opinions
- Malone v. BrincatSupreme Court of Delaware · 1998
- RBC Capital Markets, LLC v. JervisSupreme Court of Delaware · 2015
- Loudon v. Archer-Daniels-Midland Co.Supreme Court of Delaware · 1997
- United Vanguard Fund, Inc. v. TakeCare, Inc.Supreme Court of Delaware · 1997
- Feeley v. Nhaocg, LLCCourt of Chancery of Delaware · 2012
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