Klang v. Smith's Food & Drug Center, Inc. (II)

Full Text of Court Cases
November 7, 1997
5411 Grocery Stores
445110 Supermarkets and Other Grocery Retailers (except Convenience Retailers)
breach of fiduciary duty
breach of fiduciary duty, disclosure, solvency, recapitalization, tender offer

Klang v. Smith's Food & Drug Center, Inc. (II)
702 A.2d 150, 1997 Del. LEXIS 402
State Court
Supreme Court


Issue is whether directors breached their fiduciary duty of candor by failing to disclose material facts prior to shareholder approval of transactions.

See Also

Supreme Court Affirms Board's Reliance on Solvency Opinion

On appeal, plaintiffs brought a punitive class-action suit alleging that the repurchase of shares in connection with an acquisition resulted in the impairment of capital.