Delaware's Judicial Review of Board Action in Transactions Involving Corporate Control I: UNOCAL

This lesson will familiarize students with the "Unocal Doctrine", a standard of judicial review under Delaware law. The Unocal doctrine applies to a board's defensive conduct when opposing a hostile takeover and attempting to prevent a change of corporate control.

The lesson is the first of two lessons concerning Delaware's heightened standards of judicial review of board action in transactions involving control. The other lesson involves the "Revlon" and "Blasius" doctrines.