Anti-Activist Nomination Bylaws Return to Delaware’s Top Court

Delaware’s top court will take a fresh look at advance-notice board nomination bylaws after a recent ruling adopted a hands-off approach to provisions with the potential to curb shareholder activism.

An investor is appealing last month’s decision in favor of AES Corp., which defeated a challenge to bylaws that allegedly require activists proposing director slates to disclose confidential information, including performance-related fee arrangements.

The ruling by a Delaware Chancery Court judge said it’s premature to review the provisions at all without a live controversy tied to an actual proxy contest.

The April 14 decision was the latest to confront ...