Supreme Court of Delaware

Ravinger Singh and David Pill, Plaintiffs Below-Appellants v. Neale Attenborough, Yuval Braverman, Terry Burman…

May 6, 20162016 Del. LEXIS 276

Summary

The Supreme Court of Delaware affirmed dismissal of the plaintiffs’ claims because a fully informed, uncoerced vote by disinterested stockholders invoked business-judgment-rule review. The court explained that, after such a vote, the transaction could ordinarily be challenged only as waste, and no rational waste claim existed. The court also disapproved aspects of the lower court’s treatment of claims against the financial advisor, while concluding that the advisor’s conduct here did not approach actionable wrongdoing.