546 A.2d 348 (1988)

Larry KRAMER, Plaintiff Below, Appellant, v. WESTERN PACIFIC INDUSTRIES, INC., Howard A. Newman and William C. Scott, Defendants Below, Appellees.

Supreme Court of Delaware.

Decided: August 22, 1988.

Attorney(s) appearing for the Case

Sidney B. Silverman (argued), Pro Hac Vice, and Harold B. Obstfeld, of counsel, of Silverman and Harnes, New York, and Pamela S. Tikellis of Greenfield & Chimicles, Wilmington, for appellant.

David A. Drexler (argued) and Kenneth J. Nachbar of Morris, Nichols, Arsht & Tunnell, Wilmington, for appellees.


HORSEY, Justice:

In this corporate matter we consider once again the consequences of a cash-out merger upon the standing of a shareholder to pursue a claim of wrongdoing against management. Plaintiff, Larry Kramer, owner of 200 shares of common stock of defendant, Western Pacific Industries, Incorporated ("Western Pacific"), prior to a merger of Western Pacific into Danaher Corporation ("Danaher"), appeals the Court of Chancery's dismissal of his pre-merger suit for...

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