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Northmon Investment Company v Milford
THE SPECIAL PROBLEMS OF CLOSE
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Alcatel alleged Amended Complaint appeal approval ARCO assets board of directors breach business judgment rule Businessland cash Castiel Chemical Chewco claim common stock contract controlling stockholder Corp corporation Court of Chancery Culea decision Del.Supr Delaware Delaware corporation derivative action determine director defendants dismiss Disney district court eBay Eisner Enron equity facts Fastow fiduciary duties fraud Genesis Goldman Sachs HBOC Independent Committee interest investment investors issue issuer ITT's judicial JWP's Knightsbridge liability Liquid Audio LJM1 loss causation Lynch Lyondell majority ment merger agreement million minority stockholders misappropriation NCS board negotiated non-fault termination Omnicare option Ovitz partner Partnership Agreement person plaintiffs pleading proposed protection purchase reasonable Regulation FD S.Ct Sahagen scienter Section securities selective disclosure shares special litigation committee SPEs statute tender offer tion trading transaction Unocal violation vote Wharf