Eldon Klaassen, and Counterclaim-Defendant Below v. Allegro Development Corporation, Raymond Hood, George Patrich…

Summary

The Supreme Court of Delaware affirmed the judgment that Klaassen was not Allegro's lawful CEO. It held that no advance notice of a termination agenda item was required for the regular board meeting, and that any equitable challenge based on deceptive conduct concerned at most a voidable act subject to equitable defenses. Klaassen's post-termination conduct objectively demonstrated acquiescence, barring his challenge.