Independent Committees in the US are more likely to be scrutinised by the courts than their counterpart Independent Advisers in the UK after or during mergers and acquisitions. Stockholders are more likely to bring actions against Committees in the US for unfairness in the transaction than shareholders may bring against Advisers. Whilst the use of Independent Committees may clear boards of charges of unfairness in handling transactions, it cannot cure fraud. This article considers the role of independent committees and advisers in Mergers and Acquisitions in light of the Delaware Court of Chancery case (Dole Foods Co Inc).
Mukwiri, J. (2016). How independent are independent committees and advisers in Mergers and Acquisitions transactions?. Butterworths journal of international banking and financial law, 31(2), 99-102