Arnold v. Soc'y for Sav. Bancorp, Inc

In Arnold v. Soc'y for Sav. Bancorp, Inc., 678 A.2d 533, 536 (Del. 1996), plaintiff shareholder argued defendants wrongfully exercised control over his shares by way of a merger. Specifically, plaintiff argued defendants failed to disclose a prior bid for the defendant corporation's subsidiary and thus rendered the merger void. See id. at 535. The Delaware Supreme Court found the defendants complied with all the express statutory requirements for the merger and dismissed plaintiff's conversion claim, Id. at 536-37. In doing so, the Court rejected plaintiffs argument that a merger which does not comply with the law constitutes conversion. See id, n.6.