Controlling-stockholder transactions are a regular part of many companies’ business; in some cases, they are essential. When challenged, however, such transactions have often been scrutinized under the entire fairness standard, the most exacting standard under Delaware law. Delaware courts are now increasingly recognizing that corporations can secure the protection of the business judgment rule even for controlling-stockholders transactions by implementing sufficient procedural safeguards. A recent addition to this developing body of law is IRA Trust FBO Bobbie Ahmed v. Crane, 2017 WL 7053964 (Del. Ch. Dec. 11, 2017), as revised (Jan. 26, 2018).
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