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Delaware courts have increasingly shined a spotlight on what they consider to be conflicts of interest for sell-side financial advisors. On March 7th, the Delaware Chancery Court hit these conflicts with a laser beam. In a post-trial opinion in In re Rural/Metro Corp. S’holders Litig., Vice Chancellor Laster found RBC Capital liable for aiding and abetting breaches of fiduciary duty by the board of Rural/Metro in connection with Rural/Metro’s 2011 sale to private equity firm Warburg Pincus, for $17.25 a share. Repeatedly noting that RBC was “highly compensated” and a “gatekeeper,” the court found that RBC was monetarily liable, even though the directors themselves were shielded from liability under Delaware law, because RBC had prevented the board members from fulfilling their fiduciary and disclosure duties. The court cited evidence that RBC did not disclose its conflict in seeking to finance the buyer’s bid, engaged in behind-t