History The Court in its current form was established by means of a constitutional amendment in 1951. Before that, the Court had operated under the Delaware Constitution of 1897 as a unique "leftover-judge" system, wherein appeals were heard by a panel of three judges who were not involved in the matter on appeal from either the Superior Court or the Court of Chancery. In 1978, the Court's size was expanded from three to five. Prior to 1897, Delaware's highest court was the Court of Errors & Appeals, which operated under a similar "leftover-judge" system. Notable cases Cheff v. Mathes (1964): The first time the Delaware Supreme Court addressed problems of board of directors conflict of interest in a takeover setting. In this case, the court applied intermediate scrutiny to the board of directors' decision to pay a bidder greenmail, stating that directors must have "reasonable grounds to believe a danger to corporate policy and effectiveness existed by [the bidder's] stock ownership. [D]irectors satisfy their burden by showing good faith and reasonable investigation[.]" Smith v. Van Gorkom (1985): Expanded the modern doctrine of the business judgment rule to include the duty of care, often called negligence. Under the general business judgment rule, a Delaware court will not second-guess the decisions of a board of directors absent a breach of one of three fiduciary duties: good faith, due care, or loyalty. A plaintiff may overcome the business judgment ruleand receive a more favorable level of scrutiny under the "entire fairness" standardif the plaintiff can show that the directors' decision lacked any rational basis (sometimes called waste). Unocal v. Mesa Petroleum (1985): A board of directors may only try to prevent a take-over where it can be shown that there was a threat to corporate policy and the defensive measure adopted was proportional and reasonable given the nature of the threat. Revlon v. McAndrews & Forbes Holdings, Inc. (1986): If a company is up for sale, the board of directors has a duty to maximize the value of that sale for the shareholders' benefit. Mills Acquisition Co. v. Macmillan, Inc. (1989): A board of directors may refuse a takeover attempt without submitting the matter to a vote of shareholders. Paramount v. QVC (1993): If a board of directors is about to consider selling, dissolving, or transferring control of a corporation, they are prohibited from considering non-shareholder interests and have a duty to maximize