Tanzer v. Haynie’s Empirical Analysis
1976
Citation profile
3 federal appellate · 1 state decisions
How this case has been cited
Cited by 7 later decisions — most recently August 2011
3 federal appellate · 1 state decisions
Later decisions citing this case, by decade. The current decade is in progress, and our corpus holds fewer opinions from the most recent years, so the latest bars are undercounted — not a real decline.
Relationships
Applies 15 U.S.C. § 78J (§ 10 of the Securities Exchange Act of 1934)
Relies on Conley v. Gibson · United States v. Bornstein · Southern Pac Co v. Bogert · Fed. Sec. L. Rep. P 94,853 John Schlick v. Penn-Dixie Cement Corporation · Gerstle v. Gamble-Skogmo, Inc.
Most-quoted passages
The sentences later courts lift from this opinion, ranked by how many decisions quote each — the parts of the opinion doing the work. These counts are smaller than the citation total above because most of the 7 citing decisions cite the case generally; a passage count includes only decisions quoting that exact language verbatim.
“Count I seeks damages amounting to the difference between the price of $29.00 a share and the fair value of the J & L stock held by plaintiff class. Count II, brought pursuant to the same facts as Count I, and seeks damages for deprivation of the benefits and incidents of ownership. Count III is a derivative count, incorporating many of the same factual allegations as Count I, which alleges that the merger has no plausible business purpose of J & L Steel, and that the terms of the merger are so grossly unfair to J & L Steel and reflect such a clear abuse of trust as to render the merger a fraud on J & L Steel. This count seeks injunctive relief as well as a judgment declaring the plan and merger to be null and void. Count IV is brought pursuant to Pennsylvania law, alleging the same facts as those in Count I, and seeking again the Count I and II remedies. Court V is a derivative count against all but Lionel D. Edie & Company seeking remedies identical to those sought in Count IV.”
1 later decision quote this exact passage · from the majority“The complaint — naming as prime defendants directors of the several corporations and the corporations themselves alleges, inter alia, a series of misrepresentations and omissions in the proxy material that J & L Steel submitted to its shareholders prior to the merger, and seeks, in five counts, money damages, injunctive relief and a declaration of rights. Count I alleges violations of Section 10(b) and 14(a) of the Securities Exchange Act of 1934, 15 U.S.C. §§ 78j and 78n(a) (1970), and Rules 10b-5 and 14a-9 promulgated thereunder, 17 C.F.R. §§ 240 .10b-5 and 240-14a-9 (1975).”
1 later decision quote this exact passage · from the majority“[w]e all know, as defendants acknowledge, that those who organized the merger had interests, different from, and very possibly at war with, those of the minority public stockholders who were to find themselves divested willy nilly of their ownership shares ... The setting is one in which ‘self dealing,’ however, virtuously managed, describes the character of the transaction.”
1 later decision quote this exact passage · from the majority
How this case has been treated — in progress
Whether each later court followed, distinguished, criticized, or overruled this decision. The treatment classification (task #35) runs highest-cited cases first and lights up here as it reaches this one.