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Registration Related Liabilities
Liability for Fraud Violations
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acquired acquisition antifraud provisions approval beneficial owner beneficial ownership beneficiary bidder board of directors business judgment rule CCH Dec Commission committee company's controlling person Corp damages decision defense Delaware Supreme Court derivative action derivative security derivative suit directors and officers disclosure enforcement equity securities Exchange Act federal appeals court federal courts federal securities laws fees fiduciary duty filed fraud holder imposed independent directors inside information insider trading investment control investors involving issuer liability merger misleading misstatement officer or director officers and directors option participation pecuniary interest plaintiff poison pill provides proxy statement purchase pursuant reasonable registered registration statement remedy reporting Revlon SD N.Y. Section 16(b Securities Act Securities Litigation sell seller shareholders shares short-swing profit standard statute stockholders subject to Section takeover target company ten-percent tender offer tion transaction trust U.S. Supreme Court underlying securities underwriter violation voting