It is a rite of spring for the Delaware Legislature to consider amendments to the General Corporation Law that governs most U.S. corporations. Usually, the amendments simply refine the plumbing of corporate law to facilitate capital formation and efficient deal-making.

This year is different. The Legislature has already enacted into law an important initiative in alternative dispute resolution and is set to deliberate on controversial new rules applicable to stockholder litigation and postmerger appraisal actions.

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