Shopping Bag

0 item(s) in cart/ total: $0    view cart
Free Instant Delivery  |  No Sales Tax
Home > Case Law > Corporations  >  Omnicare, Inc. v. NCS Healthcare, Inc.
Omnicare, Inc. v. NCS Healthcare, Inc.
Omnicare, Inc. v. NCS Healthcare, Inc. Cartoons

Omnicare, Inc. v. NCS Healthcare, Inc.

Defensive devices to merger must be reasonably related to perceived threat.
Your Price: $10.00

Select Usage (details) :

Related Cartoons

Shareholders Are Entitled to Full Disclosure
Shareholders Are Entitled to Full Disclosure
Gantler v. Stephens; Shareholder ratification applies only to circumstances where fully informed shareholder vote approves director action that does not legally require shareholder approval in order to become legally effective.
Assignee Of Partnership Interest Not Automatically A Partner
Assignee Of Partnership Interest Not Automatically A Partner
Rapoport v. 55 Perry Co; Partnership law provides that, subject to any contrary agreement between the partners, no person may become a member of the partnership without the consent of the other partners.
Unfair Conduct In Corporate Election
Unfair Conduct In Corporate Election
Portnoy v. Cryo-Cell International, Inc.; Unfair and inequitable conduct during a corporate election is a breach of fiduciary duty that can taint the election and justify its outcome being overturned.
Exit Provisions Of A Limited Liability Company
Exit Provisions Of A Limited Liability Company
Haley v. Talcott; Contractual provisions in an LLC agreement that provide a mechanism for a member to exit will be enforced only if they equitably effect the separation of the parties.
Directors Must Favor Common Stockholders
Directors Must Favor Common Stockholders
In re Trados Inc. Shareholder Litigation; When the interests of common stockholders diverge from preferred stockholders, the directors of a corporation have a duty to exercise their discretion in favor of the interests of common stockholders.
Securities Laws and False Statements
Securities Laws and False Statements
Pugh v. Tribune Co.; A participant in a fraudulent scheme is not liable under the securities laws unless he or she had a role in preparing or disseminating false statements.
Employment At Will
Employment At Will
Merola v. Exergen Corp.; employment at will permits termination without cause, even in a close corporation.
Proper Purpose
Proper Purpose
Paul v. China MediaExpressHoldings, Inc.; shareholder may inspect the books and records of a corporation to investigate fraud and mismanagement, and the ability of the board to act independently and in good faith.
Special Litigation Committee
Special Litigation Committee
Boland v. Boland Trane Associates, Inc.; Although an SLC's substantive decisions are presumed reasonable, there is no presumption that the SLC was independent, acted in good faith, or followed reasonable procedures.
Imputed Knowledge
Imputed Knowledge
Carter v. Gugliuzzi; the knowledge of an agent acting within the scope of his or her authority is chargeable to the principal, regardless of whether that knowledge is actually communicated. Scope of employment.
Irrevocable Proxy
Irrevocable Proxy
Haft v. Haft; Under Delaware corporation law, an interest sufficient to support an irrevocable proxy must either be an interest in the stock itself or an interest in the corporation generally, such as being CEO.
Director Liability for Employee Misconduct
Director Liability for Employee Misconduct
Stone v. Ritter; In the absence of red flags alerting corporate directors to misconduct, good faith is measured by the directors' actions to assure that a reasonable reporting and information system exists.