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On March 14, 2014, the Delaware Supreme Court upheld the Court of Chancery’s 2013 decision in In re MFW Shareholders Litigation, holding that in going-private mergers where there is a controlling stockholder, the use of both a truly independent special committee and a majority of the minority stockholder vote, allows for judicial review under the deferential business judgment standard. Vice Chancellor Laster’s decision two weeks earlier in In re Orchard Enterprises, Inc. Stockholder Litigation applied the Chancery Court decision in MFW but found that business judgment rule review was not appropriate. Orchard demonstrates that MFW is not a magic bullet and that boards and their advisors need to take care if they wish to obtain a more favorable standard of judicial review based on that decision