In Hyde Park Venture Partners Fund III, L.P. v. FairXchange, LLC, 292 A.3d 178 (Del. Ch. 2023), and Icahn Partners LP v. DeSouza, 2024 WL 180952 (Del. Ch. Jan. 16, 2024), the Delaware Court of Chancery has solved a delicate riddle: how and when an institutional shareholder may use confidential and attorney-client privileged information gained by reason of a board seat.
Adrienne Ward of Olshan Frome Wolosky. Courtesy Photo
Must directors isolate such board information from the shareholder that caused their board appointment, or is inevitable, because directors are humans who cannot partition their brains, that the shareholder will become privy to the information?
