Use It For
Use this alongside Revlon to distinguish defensive-board review from sale-of-control review.
Teaching Notes
Unocal helps students see why hostile-takeover law is neither ordinary business judgment nor full entire-fairness review.
case United States English original
Unocal Corp. v. Mesa Petroleum Co.
Delaware Supreme Court decision creating enhanced review for takeover defensive measures, requiring directors to identify a threat and adopt a proportionate response.