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Virginia Bankshares v. Sandberg: Should Minority Approval be Required by Law or Corporate Bylaw?

Abstract

This note focuses on the implications of the United States Supreme Court's holding in Virginia Bankshares v. Sandberg that minority shareholders whose votes are not required by law or corporate bylaw cannot show causation in an implied private action under section 14(a) of the Securities Exchange Act of 1934. The note points out ambiguities in this holding and suggests that clarification is necessary to allow minority shareholders whose votes are legally required to maintain a cause of action under section 14(a).

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37 Ariz. L. Rev. 913 (1995)

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Authors

Christopher Money (University of Arizona)

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