US corporate lawyers are saying that the Delaware court ruling preventing Conrad Black from selling Hollinger International could substantially improve the rights of minority shareholders - always a weak point in common law jurisdictions.
Delaware Chancery Court vice chancellor Leo Strine said that Black breached his contractual and fiduciary duties to Hollinger International by misleading the company's board about his dealings with the UK's Barclay brothers, with whom he agreed the sale - now blocked. Indeed the Barclay brothers, who shun the limelight, withdrew their offer for Hollinger yesterday.
Strine's ruling amounts to a statement that a majority shareholder will be unable in future to sell control of a company without discharging his fiduciary duty to the company, meaning its shareholders.
Black said that he respectfully disagreed with Strine's "view of the facts and equities in the decision". He is advised by Sullivan & Cromwell, led by partner John Warden, and Richards Layton & Finger, based in Delaware. Hollinger is advised by Paul Weiss Rifkind Wharton & Garrison.
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