Comment by Sarah S. Nickerson
Part I of this Comment briefly describes the historical background and rationale for enactment of Pennsylvania's constituency statute. Part II sets forth the key provisions of Pennsylvania's constituency statute. Part III describes the PBCL's other anti-takeover provisions. Part IV sets forth the facts surrounding the protracted battle waged by CSX and Norfolk for control of Conrail. Part V analyzes the winners and losers in the Conrail deal. Part VI discusses the rulings of the district court and Third Circuit, which upheld Conrail's defensive measures on motions for preliminary injunctions. Part VII discusses how the Conrail shareholders used their voting rights under subchapter 25E of the PBCL to effectively defeat the Conrail-CSX deal. Finally, Part VIII explores the efficacy of the PBCL's anti-takeover provisions and the legacies of the Conrail deal.
About the Author
Sarah S. Nickerson. A.B. 1990, Harvard College; J.D. candidate 1998, Tulane Law School.
Citation
72 Tul. L. Rev. 1369 (1998)