Offbeat Delaware judge rules for Redstone family in CBS dispute

19:31  17 may  2018
19:31  17 may  2018 Source:   reuters.com

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A Delaware court ruled in 2004 that the Hollinger board could dilute Black’s voting control in response to what it considered to be the damage he had done to the company. “Ms. Redstone has acted to undermine the ( CBS ) management team, including, without board authority

Delaware Chancery Court Judge Andre Bouchard has cleared the way for a medical exam of Viacom controlling NAI controls 80% of the voting shares of Viacom and of CBS . Viacom says that Redstone has lost the capacity to make He urged the court to move quickly to resolve the governance dispute .

A Delaware judge said Thursday he would not block Shari Redstone from exerting control over the board of CBS, which was considering stripping her voting power in defiance of her push to merge the media company with Viacom.

The CBS board was scheduled to meet later Thursday to consider issuing a special dividend that would dilute Redstone's vote to 17 percent from 80 percent.

A CBS special board committee had sought a temporary restraining order from the court because the directors feared Redstone would replace the board before the meeting.

The Redstone family controls both CBS and Viacom through its National Amusements Inc, a movie theater company. National Amusements welcomed the ruling, and said CBS's special committee had breached its fiduciary obligations to CBS shareholders.

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If the judge rules in Michael Redstone 's favor, there will be a subsequent trial to determine what he is owed. Suit against Redstone is ruled `too late' July 28, 2007. Lawsuit Hints at Family Dispute February 14, 2006.

Delaware Chancery Court Judge Andre Bouchard has cleared the way for a medical exam of Viacom controlling NAI controls 80% of the voting shares of Viacom and of CBS . Viacom says that Redstone has lost the capacity to make He urged the court to move quickly to resolve the governance dispute .

"The court’s ruling today represents a vindication of National Amusements’ right to protect its interests," the company said in a statement.

The judge, Chancellor Andre Bouchard, said his ruling does not end the dispute, but that he expected to continue to have oversight of the company's actions, and said Redstone had a fiduciary obligation as a controlling shareholder.

On Wednesday, Shari Redstone used her control over the company to amend the bylaws to essentially block the issuance of a special dividend aimed at cutting her voting power.

Bouchard noted in his ruling he could set aside Redstone's bylaw change if the court finds it invalid or unfair to shareholders.

Shari Redstone sitting in front of a television © Mike Cohen for The New York Times Shari Redstone

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