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Business Organizations Keyed to Cox
Malpiede v. Townson
Citation:780 A.2d 1075 (2001)
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- The Brief Prologue provides necessary case brief introductory information and includes:
- Topic: Identifies the topic of law and where this case fits within your course outline.
- Parties: Identifies the cast of characters involved in the case.
- Procedural Posture & History: Shares the case history with how lower courts have ruled on the matter.
- Case Key Terms, Acts, Doctrines, etc.: A case specific Legal Term Dictionary.
- Case Doctrines, Acts, Statutes, Amendments and Treatises: Identifies and Defines Legal Authority used in this case.
- The Case Brief is the complete case summarized and authored in the traditional Law School I.R.A.C. format. The Pro case brief includes:
- Brief Facts: A Synopsis of the Facts of the case.
- Rule of Law: Identifies the Legal Principle the Court used in deciding the case.
- Facts: What are the factual circumstances that gave rise to the civil or criminal case? What is the relationship of the Parties that are involved in the case. Review the Facts of this case here:
Frederick’s of Hollywood is a retailer of women’s lingerie and apparel. This case centers on the merger of Frederick’s into Knightsbridge Capital Corporation under circumstances where it became a target in a bidding contest. On June, 1997, the Frederick’s board approved an offer from Knightsbridge to purchase all of Frederick’s outstanding Class A and Class B shares for $6.14 per share in cash in a two-step merger transaction. The term of the merger agreement prohibited the board from soliciting additional bids from third parties, but the agreement permitted the board to negotiate with third party bidders when the board’s fiduciary duties required it to do so. On September 6, Knightsbridge increased its bid to match the $7.75 Veritas offer. On September 11, 1997, Veritas increased its cash offer to $9 per share.
- Issue(s): Lists the Questions of Law that are raised by the Facts of the case.
- Holding: Shares the Court's answer to the legal questions raised in the issue.
- Concurring / Dissenting Opinions: Includes valuable concurring or dissenting opinions and their key points.
- Reasoning and Analysis: Identifies the chain of argument(s) which led the judges to rule as they did.
- The Brief Prologue closes the case brief with important forward-looking discussion and includes:
- Policy: Identifies the Policy if any that has been established by the case.
- Court Direction: Shares where the Court went from here for this case.