Search for: "UNOCAL CORPORATION"
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19 May 2011, 2:59 pm
Like many of the Chancellor’s recent presentations, the primary focus was on the Unocal Doctrine – specifically the first prong of the Unocal test frequently referred to as the proportionality test or the intermediate standard of review for defensive measures taken by a board. [read post]
2 May 2011, 8:56 am
I would hate to send my students out into the world with a strong understanding of Revlon and Unocal, but with no understanding of the business issues underlying basic M&A transactions. [read post]
14 Apr 2011, 11:36 am
" Shamrock sued, claiming the defensive tactics violated the Unocal standard. [read post]
31 Mar 2011, 7:00 am
Unocal precedent still stands and is incredibly important in the takeover context. [read post]
3 Mar 2011, 2:30 pm
Contrary to the Court below’s holding, the exercise of the shareholder franchise, particularly for the purpose of electing independent directors, is not a cognizable threat to a corporation under Delaware law. [read post]
26 Feb 2011, 6:56 pm
Given the amount of attention this decision has garnered in the week or so since it was released, it will be by all accounts one of the “classic” Delaware corporate law opinions on mergers and acquisitions and a mainstay in corporate law textbooks for many years to come. [read post]
23 Feb 2011, 5:34 am
Boone Pickens in an attempted hostile takeover of Unocal; and Chemical Bank in its defense against a hostile takeover attempt by Saul Steinberg. [read post]
17 Feb 2011, 9:26 am
[I]n the context of a hostile tender offer, who gets to decide when and if the corporation is for sale? [read post]
17 Feb 2011, 2:00 am
A discussion can be found on the Delaware Corporate and Commercial Litigation blog here and on the Wall Street Journal Law blog here. [read post]
16 Feb 2011, 10:36 am
Most notably in my article Unocal at Twenty: Director Primacy in Corporate Takeovers, in which I argued that: In Unocal Corp. v. [read post]
16 Feb 2011, 9:17 am
The directors must also articulate a legitimate threat to corporate policy and effectiveness. [read post]
15 Feb 2011, 7:47 pm
”[1] More to the point, in the context of a hostile tender offer, who gets to decide when and if the corporation is for sale? [read post]
eBay Domestic Holdings v. Craigslist: Wanted Enforcement of Fiduciary Duties to Minority Shareholder
14 Feb 2011, 8:00 am
The Unocal test placed the burden on the directors to show that their actions were reasonable. [read post]
7 Feb 2011, 7:17 am
China National Offshore Oil Corporation’s (“CNOOC”) attempted acquisition in 2005 of Unocal, a U.S. energy company, was halted by congressional and public opposition before it could undergo a CFIUS review. [read post]
5 Feb 2011, 10:21 am
Accordingly, while arguing that director decisions with respect to operational matters should be conducted under the business judgment rule, the article argues that director decisions in the structural setting should be reviewed under a variant of the conditional business judgment rule developed by the Delaware supreme court in Unocal Corp. v. [read post]
19 Jan 2011, 2:56 pm
If authority were corporate law’s sole value, shareholders thus would have no voice in corporate decisionmaking. [read post]
6 Jan 2011, 5:00 am
The case demonstrates that the courts have no intention of sitting by idly as federal preempts state law in the area of corporate governance. [read post]
31 Dec 2010, 11:50 am
Regarding the second prong of Unocal, citing Unitrin, Inc. v. [read post]
5 Dec 2010, 10:05 am
In the hostile takeover situation, under Unocal, in analyzing the effect of an imminent takeover on the “corporate enterprise,” directors may consider the “impact on constituencies other than shareholders (i.e., creditors, customers, employees, and perhaps even the community generally. [read post]
3 Dec 2010, 8:58 pm
., (ERI), third-party plaintiff Unocal Corp, cross-claimant Union Oil of California and their corporate parent Chevron Corp. [read post]