This Note will review recent decisions applying state law fiduciary standards and will propose procedural and substantive modifications to existing standards. The proposed modifications will compel target directors to recognize and fulfill fiduciary obligations when faced with a decision whether or not to resist a tender offer.
Oby T. Brewer, III,
Corporate Directors' Liability for Resisting a Tender Offer: Proposed Substantive and Procedural Modifications of Existing State Fiduciary Standards,
32 Vanderbilt Law Review
Available at: https://scholarship.law.vanderbilt.edu/vlr/vol32/iss2/7