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Campbell v Potash Corporation of Saskatchewan Inc
ACE Limited v Capital Re Corporation
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acquisition action adopted advisors alleged American appraisal approval assets Barclays bidder Black board of directors breach business judgment rule Bylaw Amendments Capital cash Chesapeake claim common stock company's contract Corp corporation Court of Chancery Cullman deal protection decision defendants Delaware Delaware Supreme Court determine disclosure discussions due diligence ECM's effect entire fairness executives fact fiduciary duty filed Genesis golden parachutes IBP's independent injunction interest International's investors issue litigation majority meeting merger agreement million minority stockholders NCS board negotiations Omnicare options parties payments Pennaco plaintiffs preclusive proposed Prosser provision Proxy Statement purchase reasonable Revlon shareholder vote shares Shorewood Special Committee standard of review Strategic Process subsidiary substantially SunTrust superior proposal Supermajority Bylaw Swedish Match Telegraph Group tender offer termination transaction Tyson Unocal violated voting agreements Wachovia Warrant Western National