If the contents of the stock certificate were unaware to the purchaser of the shares, then the purchase was not based on those contents. There is no generally accepted norm requiring a 2/3's shareholder vote on everything involving every preferred stock of which I am aware. Please update me if you have legal proof, otherwise, with a valid link. Hume's complaint does not reference any prospectus that I note. Only share certificates. An implied contract must have some factual basis in order to be enforceable. It's like my used car analysis that I often use: if you buy a vehicle offered as is and it develops a problem, then discover there is a lemon law that requires a fix, you can sue for violating the lemon law. But you cannot sue for breach of contract.
The content is not voided because it was not read or comprehended by the purchaser of the property (the stock, in this case). But you cannot sue the seller for breach of contract in such case, only the restoration of rights discovered after purchase which is not part of the Perry complaint and likely cannot be added in any appeal after-the-fact. There's nothing "ignorant" in my post and the comment is quite derogatory since I am delving into a crucial aspect to an appeal that is claimed by many to be the "be all/end all" linchpin to any settlement favorable to shareholders. I actually think differently... that Delaware may be the "last chance" suit remaining... but that view depends on the nature of any amended claim filing that was alleged to be filed on Friday.
JMHO.
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