Summary

The Delaware Supreme Court recently reversed two Court of Chancery decisions in West Palm Beach Firefighters’ Pension Fund v. Moelis & Company , which had already prompted swift action by the Delaware General Assembly. [1] In the Court of Chancery, the plaintiff sought a declaration that certain provisions of a stockholders agreement that granted substantial rights concerning Moelis’s governance to its founder were facially invalid and unenforceable under 8 Del C. § 141(a), because the provisions interfered with the board’s management of the business and affairs of the company.

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