Twenty some years before Bill Allen was appointed Chancellor of Delaware, Bayless Manning, a fine corporate law scholar, announced the death of corporate law “as a field of intellectual effort.”  Manning described its focus as “our great empty corporation statutes – towering skyscrapers of rusted girders, internally welded together and containing nothing but wind.”[1]  When Bill became Chancellor in 1985, that wind had become a hurricane and the skyscraper was indeed empty.  The standard duality of corporate law – business judgment or entire fairness – simply could not hold up to the storm that hostile takeovers produced.  Management efforts … Read more