Relational Investors LLC v. Sovereign Bancorp, Inc.

OPINION GRANTING AND DENYING MOTIONS FOR JUDGMENT ON THE PLEADINGS

ALVIN K. HELLERSTEIN, District Judge.

This case centers on a recurring debate in corporate governance, namely the balance of power between a corporation and its shareholders. Sovereign Bancorp Inc., a banking corporation incorporated under Pennsylvania law (“Sovereign”), finds itself locked in a battle for control with its largest shareholder, Relational Investors, LLC (“Relational”), incorporated under Delaware law. Dissatisfied with Sovereign’s management and with its recent decision to sell a portion of its outstanding common…