Bluebirds of happiness

December 3, 2013

  • 101 Corporations and Business Organizations
  • 101VI Shareholders and Members
  • 101VI(B) Rights and Liabilities as to Corporation and Other Shareholders or Members
  • 101k1564 Dealings Between Shareholders or Members of Same Corporation
  • 101k1566 k. Purchase or Sale of Stock.

101 Corporations and Business OrganizationsBuying shareholder’s statement to other shareholder who was selling his shares, that it was not aware of any bluebirds of happiness in the corporation’s world, became materially misleading, as required to support selling shareholder’s fraud claim, when chief executive officer (CEO) informed the board via e-mail of patent sale that called for corporation to receive net proceeds of $7.6 million and increased its year-end cash position by 22%.
In re Wayport, Inc. Litig., 76 A.3d 296 (Del. Ch. 2013)

Suggested by Ben Frisch, Senior Attorney Editor; Thomson Reuters; Eagan, Minn.