The Delaware Court of Chancery, in Gallagher Industries, LLC v. William M. Addy, et al. [ISN], C.A. No. 2018-0106-SG, memo. op. (Del. Ch. May 29, 2020), dismissed a former stockholder’s breach of fiduciary duty claims challenging misleading and inadequate disclosures provided with a notice of merger, brought after purportedly learning that the disclosures were misleading in an appraisal action brought by dissenting stockholders, was untimely, finding that although defendants engaged in an unfair process and offered an unfair price, the former stockholder was on notice of the misleading disclosures when made.
NEW: K&L Gates discusses the decision in Chancery Court Hold Late Breach of Fiduciary Duty Claim is Barred By Laches.
$$$ Law360 discusses the decision in Chancery Tosses Tardy Investor Suit Over Undervalued Biz.