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COUNCIL DRAFT 10 APPENDIX [i] (1988)

handle is hein.ali/alicgv0040 and id is 1 raw text is: The American Law Institute Principles of Corporate Governance: Analysis and Recommendations Appendix to Council Draft No. 10 This Appendix includes selected recent opinions of Delaware and Federal appellate courts which consider the duties of directors in the context of an actual or potential transaction in control. These opinions are furnished for the convenience of the Council in considering the provisions of Part VI (Transactions in Control) in Council Draft No. 10. The following opinions are included in this Appendix: A. Opinions of the Delaware Courts: 1. Unocal Corporation v. Mesa Petroleum Co., 493 A.2d 946 (Del. Sup. Ct. 1985) 2. Revlon, Inc. v. MacAndrews & Forbes Holdings, Inc., 506 A.2d 173 (Del. Sup. Ct. 1986) 3. Ivanhoe Partners v. Newmont Mining Corporation, CCH Fed. Sec. Law Rep. 93,552 (Del. Sup. Ct. 1987) 4. AC Acquisition Corp. v. Anderson, Clayton & Co., 519 A.2d 103 (Del. Ch. 1986) 5. L A Partners, L.P. and L A International, Ltd. v. Allegis Corporation, CCH Fed. Sec. Law Rep. 93,505 (Del. Ch. 1987) B. Opinions of Federal Appeliate Courts: 1. Norlin Corp. v. Rooney 2ace Inc., 744 F.2d 255 (2d Cir. 1984) 2. Hanson Trust PLC v. ML SCM Acquisition, Inc., 781 F.2d 264 (2d Cir. 1986) 3. Edelman v. Fruehauf Corp., 798 F.2d 882 (6th Cir. 1986). B00949

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