Rich, 292 A.3d 112 (Del. Ch. 2023), the Court of Chancery assessed whether stockholders whose consents were not sought could challenge the sufficiency of disclosures made in a consent solicitation.

As the Delaware Court of Chancery’s decision in Khan v. Warburg Pincus demonstrates, because a fiduciary’s and a contracting party’s duties of good faith are distinct, and because Delaware ...