The Delaware Court of Chancery has dismissed a lawsuit by former stockholders of Paramount Gold and Silver Corp., who had tried to sidestep the court’s high bar for post-closing merger challenges.
The ruling, issued Thursday by Chancellor Andre G. Bouchard, was the latest to invoke the board-friendly business judgment rule under the state Supreme Court’s 2015 holding in Corwin v. KKR Financial Holdings. Under that standard, directors are generally protected from lawsuits, so long as a transaction had been approved by a majority of uncoerced, fully informed and disinterested stockholders.
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