Delaware Court Confirms: PBC Directors Need Not Maximize Shareholder Value
A landmark Delaware Court of Chancery decision in Drakes Landing Associates, L.P. v. Tilden Park Capital Management, L.P. clarifies that public benefit corporations (PBC) directors are not required to maximize shareholder value in change-of-control transactions and must balance financial, stakeholder, and public-benefit interests. Founders, directors, and investors should understand the flexibility this provides in M&A transactions and ensure that board decisions are informed, independent, and carefully documented.
Read the full article to learn about the implications for PBCs.
Authors
Daniel I. DeWolf
Member / Chair, Technology Practice | Co-chair, Venture Capital & Emerging Companies Practice
Daniel I. DeWolf is a Member at Mintz and a leading authority on growth companies and venture capital law, having worked on pioneering online capital-raising methods. He is immersed in the national and international ecosystem of emerging companies and investors focused on startups. He has also been a member of NYU Law School’s faculty since 2003, where he teaches venture capital law.
Neelam Karamchandani
Associate
Neelam Karamchandani is an Associate at Mintz who advises clients on corporate and transactional matters.