Law Offices of Howard G. Smith

1. What is a "takeover" case?

A takeover case is a lawsuit against the directors of a

publicly traded corporation alleging that they breached their

fiduciary duties in approving a proposed merger or

acquisition of their company by another company.

2. What is a "breach of fiduciary duty?"

A "fiduciary duty" is a duty of loyalty or trust that someone

owes to another. All states impose a duty of loyalty on

corporate officers and directors to protect the interests of all

shareholders as they would their own. If an officer or

director puts his personal interests over the rights of the

shareholders he is said to breach his fiduciary duty.

3. How do corporate directors breach their fiduciary duties

in takeover cases?

Corporate directors generally own so many shares of their

corporation's stock that they are able to control a shareholder

vote to accept any proposed merger or acquisition. If the

corporate directors structure a merger or acquisition to give

them some benefit greater than that which the deal gives to

other shareholders, because their controlling ownership

interest in the company means that they will be able to force

their self-serving deal on the minority shareholders, they

have breached their fiduciary duty to the minority

shareholders.

5. What is a takeover class action lawsuit?

A takeover class action lawsuit is a lawsuit where many

investors harmed when a member of the Company's Board

of Directors breaches his or her fiduciary duty to them join

together to sue the directors that harmed them. The

harmed investors join together to sue the directors that

harmed them because it would not be economically

feasible for each harmed investor to separately sue the

directors that harmed him.

6. How can I join a takeover class action lawsuit?

You may should call the Law Offices of Howard G. Smith. Mr.

Smith will personally explain to you how to join the lawsuit

and answer any questions that you may have. Depending

on the case, you may be able to join a takeover class action

lawsuit simply by filling out a form online.

7. What is expected of me if I join a takeover class action

lawsuit?

The only thing required of you if you join a takeover class

action lawsuit is that you must agree to keep at least a few of

your shares until the end of the litigation.

9. How long does the the litigation take?

The litigation only takes a few months.

10. Does it cost me anything to file a lawsuit?

No. The Law Offices of Howard G. Smith will never ask you

for any money and will cover any cost or expense of

litigation from its own funds.