Delaware Courts Nix Unripe Challenges to Advance Notice Bylaws and Uphold Bylaws Adopted ‘on a Clear Day’

Where stockholders try to invalidate advance notice bylaws, Delaware courts have insisted that their complaints involve an actual, and not merely hypothetical, dispute, and have upheld reasonable bylaws when they were not adopted in response to a threat. Partner Jenness Parker, counsel Lauren Rosenello and associate Emily Marco discuss recent Delaware court rulings highlighting that courts require a genuine controversy before reviewing such bylaws and will generally uphold them if they are reasonable, equitable and adopted on a "clear day."