Delaware Justices Dismiss Bylaw Challenges: Delaware Brief

Delaware Justices Dismiss Bylaw Challenges

The Delaware Supreme Court ruled that stockholder challenges to advance notice bylaws are premature without an actual proxy contest, upholding dismissals of lawsuits against AES and Owens Corning, Jennifer Kay reports.

Stockholders of AES, an electric power distributor, and Owens Corning, which produces building materials, argued the companies’ advance notice bylaws were improperly adopted to deter shareholders from exercising their rights to submit proposals or nominate board candidates. The Chancery Court dismissed both cases last year, finding the claims unripe without an active proxy fight.

The case presented “remains abstract,” Justice Abigail M. LeGrow ...