Foley Partner Gardner Davis and Senior Counsel Danielle Whitley authored an article titled “NOL and void” in the April 5, 2010 issue of The Deal. The authors discuss a Delaware Court of Chancery decision that upheld Selectica Inc.’s selection of a shareholder rights plan, or poison pill, as a tool to protect its net operating loss carry forwards (NOLs), remarking that it is the first time that a Delaware court has reviewed a board’s decision to adopt a poison pill intended to guard NOLs. They add that the decision should not be interpreted as support for the suggestion that a board can safely adopt a poison pill in every circumstance, noting the court’s acknowledgment that shareholder rights plans must be subject to careful review.
Author(s)
Related Insights
July 25, 2025
Foley Viewpoints
Thorny Laws That ICHRA Vendors Should Consider, Part Three: FinTech Edition
We continue our series on the legal and regulatory challenges facing individual coverage health reimbursement arrangements (ICHRAs); this…
July 24, 2025
Manufacturing Industry Advisor
Foley Automotive Update
Analysis by Julie Dautermann, Competitive Intelligence Analyst Foley is here to help you through all aspects of rethinking your long-term…
July 23, 2025
Foley Viewpoints
The One Big Beautiful Bill and Workplace Immigration Enforcement
The “One Big Beautiful Bill Act,” signed into law by President Trump on July 4, 2025, will fund government efforts to continue to…