Subscribe to the Finance Headline RSS feed | Subscribe to the Finance Headline feed via EmailANALYSIS: Disclosure Obligations in Private Company Transactions under Delaware Law
February 17, 2010 in Alternative Investment Law Report · Leave a Comment
In two recent decisions—Dubroff v. Wren Holdings, LLC and Berger v. Pubco Corporation —the Delaware Court of Chancery expanded the substantive disclosure obligations of corporations taking action by stockholder written consent (Dubroff) or providing notice of appraisal rights (Pubco). Prior cases had mandated certain substantive disclosures in these contexts and Dubroff and Pubco create additional disclosure obligations. For public corporations, much of this additional substantive information is publicly available in SEC filings and, thus, Dubroff and Pubco will have the greatest impact on private corporations that are not subject to the disclosure requirements of the federal securities laws…
