The poison pill, more formally known as a shareholder rights plan, is usually thought of as a device for protecting against a hostile takeover attempt. In an environment where shareholder activism is a more front-of-mind concern for boards of directors, poison pills can become a forgotten tool in the corporate lawyer's toolkit. However, the pill can be an effective mechanism for managing contemporary issues such as shareholder activism and deal protection.

To address these new use cases we, along with our contributor Scott Towers of Ballard Spahr LLP, have overhauled the discussion of rights plans in our introductory resource on poison pills. For a detailed overview of poison pills, including implementation mechanics, fiduciary considerations in different states, proxy advisory firm recommendations, and utility for various corporate purposes, including defending against shareholder activists, see Poison Pills: Defending Against Takeovers/Stockholder Activism and Protecting NOLs.