In the Carmody v. Toll Bros., Inc case discussed in the text, the Delaware Court of Chancery analyzed the question of the legality of a dead-hand pill under Delaware law. In striking down the dead-hand pill, the court ruled that:

a. the directors appropriately used the dead-hand pill which guaranteed that majority shareholders in place before a hostile bidding attempt were entitled to vote to block any later proposed vote on a merger.
b. the directors appropriately used the dead-hand pill because directors are entitled to use any means necessary in order to block a hostile takeover.
c. the dead-hand pill violated the state general corporation law for a number of reasons including that it violated the directors' duty of loyalty.
d. the dead-hand pill, which could only be redeemed by directors in office after a hostile bidder gained control or by their designated successors, violated the state general corporation law because it prejudiced directors in place prior to the takeover.


c

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