Delaware Code (Titles 8, 9, 25, 30)
8 Del. C. § 203 — Business combinations with interested stockholders
(a)
Notwithstanding any other provisions of this chapter, a corporation shall not engage in any business combination with any interested stockholder for a period of 3 years following the time that such stockholder became an interested stockholder, unless:
(b)
The restrictions contained in this section shall not apply if:
Notwithstanding paragraphs (b)(1), (2), (3) and (4) of this section, a corporation may elect by a provision of its original certificate of incorporation or any amendment thereto to be governed by this section; provided that any such amendment to the certificate of incorporation shall not apply to restrict a business combination between the corporation and an interested stockholder of the corporation if the interested stockholder became such before the date and time at which the certificate filed in accordance with § 103 of this title becomes effective thereunder.
(c)
As used in this section only, the term:
(d)
No provision of a certificate of incorporation or bylaw shall require, for any vote of stockholders required by this section, a greater vote of stockholders than that specified in this section.
(e)
The Court of Chancery is hereby vested with exclusive jurisdiction to hear and determine all matters with respect to this section.
Source: official text