As discussed in these memos from Paul Hastings and Richards Layton & Finger, in a recent case decided December 28, the Delaware Court of Chancery declared invalid certain advance notice bylaw provisions (summarized in the memos) based on a determination that they were overbroad, ambiguous, and/or unreasonable, and otherwise disproportionate to the threat faced by the company and associated corporate objectives. Other bylaw provisions were upheld as a reasonable response to the threat. The court’s analysis is instructive for other companies considering the adoption or amendment of advance notice bylaws in preparation for—or in response to—anticipated activist activity.