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Renegotiating Deal Terms? Delaware Reminds Fiduciaries of Unremitting Duties

Cooley M&A

Section 141(a) of the Delaware General Corporation Law imbues boards with the unique authority to manage or direct the affairs of a corporation. An important corollary to that statutory authority is the bedrock principle under Delaware law that directors are fiduciaries to the corporation and its stockholders. Ian Nussbaum.