Short-form Merger Not Subject to 'Entire Fairness' Standard

Business Valuation UpdateVol. 7 No. 10
Legal and Court Case Update
October 2001

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1382 Oil and Gas Field Exploration Services
213112 Support Activities for Oil and Gas Operations
breach of fiduciary duty
entire fairness
Glassman v. Unocal Exploration Corp.
777 A.2d 242, 2001 Del. LEXIS 317
July 25, 2001
US
State Court
Delaware
Supreme Court
Gilbert E. Matthews, CFA (for Glassman)<br>Kevin McCarthy (for Unocal)
Berger

Summary

In this class action, plaintiffs, who were minority shareholders of a subsidiary corporation, Unocal Exploration Corp., filed suit against the parent corporation, Unocal, and its directors.

See Also

Glassman v. Unocal Exploration Corp.

Full Text of Court Cases
July 25, 2001

At issue is the fiduciary duties owed by a parent corporation to the subsidiary’s minority stockholders in the context of a "short-form" merger.