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Why would a judge decide something so monumental when they could have had a shareholder vote? I wonder if this will shift incorporating to Texas.
by TheCaptain4815 3y ago
Why would a judge decide something so monumental when they could have had a shareholder vote? I wonder if this will shift incorporating to Texas.
- LegionMammal978 3y agoFrom pages 2 and 3: > Delaware law allows defendants to shift the burden of proof under the entire fairness standard where the transaction was approved by a fully informed vote of the majority of the minority stockholders. And here, Tesla conditioned the compensation plan on a majority-of-the-minority vote. But the defendants were unable to prove that the stockholder vote was fully informed because the proxy statement inaccurately described key directors as independent and misleadingly omitted details about the process.