Delaware SB21 amends the Delaware Code to redefine terms and limit liability for certain transactions involving controlling stockholders.
Delaware SB21 amends Title 8 of the Delaware Code, specifically sections 144 and 220, to redefine terms such as "control group," "controlling stockholder," and "controlling stockholder transaction." It also limits the liability of controlling stockholders and members of control groups for monetary damages for breach of fiduciary duty, except in cases of breach of loyalty, intentional misconduct, or improper personal benefit. The bill further restricts judicial review for injunctive relief of provisions designed to deter or delay changes of control or board composition.
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- Legal Framework
- Critical Issues
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