Defenders of the Corporate Bastion in Revlon Zone: Paramount
... case, Revlon, Inc. v. MacAndrews & Forbes Holdings, Inc.,24 established a
new "auctioneer" fiduciary duty for directors when the "break-up" of the
corporation becomes "inevitable." 25 Specifically, in Revlon, the court stated
that when a board recognizes that the corporation is for sale, it must see ...