February 21, 2017

Navigating Pa. Law in Change of Control Transactions

By Doug Raymond and Amanda Garger

Philadelphia partner Doug Raymond and associate Amanda Garger authored an article in The Legal Intelligencer titled, “Navigating Pa. Law in Change of Control Transactions.” The article highlights the differences between Pennsylvania and Delaware law in change of control transactions, specifically when there are potential conflicts of interest at a board level.

Because of these differences, Pennsylvania practitioners should be careful in looking to Delaware for guidance in change of control situations. There may be a greater risk to transactions than Pennsylvania practitioners may expect. When following the Pennsylvania Business Corporation Law, “directors should be cautious, as what Section 1715 appears to give with one hand (while protecting directors from breach of duty claims), Section 1728 may take away with the other.”

Read “Navigating Pa. Law in Change of Control Transactions.”

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