Shelf Rights Plans and Other Strategies to Enhance the Defensibility of Rights Plans

Summary

This practice note, which assumes that Delaware law applies to the corporate matters discussed, explores the evolution of rights plan design, the judicial standards applied by courts in reviewing challenges to board actions relating to rights plans; policies adopted by influential corporate governance advisory firms reflecting their general antipathy towards rights plans, and the use of "shelf" rights plans and other strategies that may minimize investor relations problems and enhance the defensibility of rights plans.