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Feb. 13, 2015

Delineating a board's duty to find the highest value

One question that invariably arises in litigation challenging change of control transactions is whether the board of the selling company took appropriate steps to obtain the highest value reasonably attainable. By Brian Lutz


By Brian Lutz


One question that invariably arises in litigation challenging change of control transactions is whether the board of directors of the selling company took appropriate steps to obtain the highest value reasonably attainable for the company's stockholders - i.e., whether the board complied with its so-called "Revlon duties" under Delaware law.


In a decision that should provide guidance to directors engaged in M&A t...

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