Fried Frank Discusses Delaware Chancery’s Dell Technologies Decision and the Business Judgment Rule

 In re Dell Technologies Inc. Class V Stockholders Litigation (June 11, 2020) can be viewed as a routine decision analyzing the MFW prerequisites to post-closing review of a transaction proposed by a controlled company under the deferential business judgment standard. We would suggest, however, that – possibly – the opinion should be read more generally as indicating that going forward the court may apply a more restrictive approach to the availability of business judgment review of challenged transactions under MFW (and, in the non-controlled company context, under Corwin).

Dell Technologies involved a post-closing challenge to a negotiated redemption … Read more