In Cooper Tire & Rubber Company v. Apollo (Mauritius) Holdings Pvt. Ltd, C.A. No. 8980-VCG (Del. Ch. Nov.
Lawyers drafting contracts (including operating agreements for LLCs and other business entities) often use "notwithstanding anything to the contrary" clauses to lend preclusive effect to a particular section. For example, an agreement might contain a provision that "notwithstanding anything to the contrary in this agreement, any Member may engage in other business without the permission of the Company or the other Members."
A number of recent decisions from the Delaware courts are discussed below.
After concluding that neither party had presented a reasonable valuation alternative method, the Court of Chancery used the merger price to determine “fair value” in a recent statutory appraisal proceeding where the sales process leading up to the merger had been judicially challenged, reviewed a
The Illinois Appellate Court has answered the question in the affirmative.
Ronald Coase, one of the pioneers of the field of law and economics and author of the most frequently cited law review article of all time, has died. He was 102.
Full details available here.