A Florida pension fund filed a complaint Friday asking the Court of Chancery to find Twitter can’t legally close its deal with Elon Musk without either shareholder approval or more time passing.
Because Musk has ties to Morgan Stanley and Twitter co-founder Jack Dorsey and the three cumulatively own 20.8% of Twitter’s outstanding voting stock, Section 230 of the Delaware General Corporation Law requires the board to wait until 2025 to close or get two-thirds of voting shareholders to vote in favor of Musk’s proposed $44 billion acquisition, Saxena White attorneys wrote for plaintiff Orlando Police Pension Fund in the proposed class action suit. Twitter’s board accepted Musk’s offer on April 25.
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