provisions which would allow the holder, under certain specified conditions, to buy an acquirer s stock and Unison’s stock at a substantial discount (respectively, at a 50% discount and for $.001 per right per share of $1.00 par value). These rights would become exercisable in the event the “acquiring person” acquired, agreed to acquire, or commenced or announced a tender or exchange offer of more than 20% of the target’s stock without the approval of the Unison board. Plaintiffs do not challenge the general authority of the Unison board to adopt the Rights Plan under Kansas law. While that issue has never been decided by this court, most states have followed the lead of Delaware in recognizing such rights plans. See Moran v. Household Intern., Inc., 500 A.2d 1346, 1353 (Del. Ch. 1985) (<HOLDING>). Compare K.S.A. 17-6407 and 17-6301 with Del.
holding president of corporation liable as employer where he inter alia maintained control over the corporations employment and pay practices and had the authority to make all major decisions regarding the corporations business affairs recognizing a corporations legal rights to confidentiality and privilege recognizing authority of directors to adopt rights plan citing del code ann tit 8  157 for a corporations power to issue rights to purchase shares and del code ann tit 8  141 for a boards authority to manage the corporations business and affairs recognizing a cause of action against a corporations directors brought by a creditor for the fraudulent misrepresentation of the corporations financial condition recognizing the ability of corporations to protect property rights in federal court