Corwin v. KKR Financial Holdings LLC
Supreme Court of Delaware
1Opinion of the Court
STRINE, Chief Justice:
In a well-reasoned opinion, the Court of Chancery held that the business judgment rule is invoked as the appropriate standard of review for a post-closing damages action when a merger that is not subject to the entire fairness standard of review has been approved by a fully informed, uncoerced majority of the disinterested stockholders. 1 For that, and other reasons, the Court of Chancery .dismissed the plaintiffs’ complaint. 2 In this decision, we find that the Chancellor was correct in finding that the voluntary judgment of the disinterested stockholders to approve the…
2Cases cited29 opinions
- Weinberger v. UOP, Inc.Supreme Court of Delaware · 1983
- Revlon, Inc. v. MacAndrews & Forbes Holdings, Inc.Supreme Court of Delaware · 1986
- Smith v. Van GorkomSupreme Court of Delaware · 1985
- In Re Santa Fe Pacific Corp. Shareholder LitigationSupreme Court of Delaware · 1995
- Unocal Corp. v. Mesa Petroleum Co.Supreme Court of Delaware · 1985
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3Cited by128 opinions
- Corwin as Trustee for Beatrice Corwin Living Irrevocable Trust v. British American Tobacco PLCSupreme Court of North Carolina · 2018
- RBC Capital Markets, LLC v. JervisSupreme Court of Delaware · 2015
- El Paso Pipeline GP Company, LLC v. BrinckerhoffSupreme Court of Delaware · 2016
- In re Trulia, Inc. Stockholder LitigationCourt of Chancery of Delaware · 2016
- Morrison v. BerrySupreme Court of Delaware · 2018
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