Stephen Arcano

Stephen Arcano

Skadden, Arps, Slate, Meagher & Flom LLP

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Key Takeaways: Prospects for US Business Tax Reform — What You Need to Know

On February 16, 2017, Skadden hosted a webinar titled “Prospects for U.S. Business Tax Reform: What You Need to Know.” The Skadden panelists were M&A partner Stephen Arcano; global tax co-head Eric Sensenbrenner; and tax...more

2/28/2017 - Business Taxes Capital Markets Corporate Taxes DBCF Tax Exports Foreign Earned Income Imports International Tax Issues Legislative Agendas Multinationals Offshore Funds Repatriation Tax Reform Trump Administration VAT WTO

"Directors Must Navigate Challenges of Shareholder-Centric Paradigm"

The corporate governance landscape has become more complicated, making it more difficult for directors to manage the often inconsistent demands of multiple constituencies while pursuing the fundamental fiduciary obligation to...more

2/3/2017 - Acquisitions Board of Directors CEOs Clawbacks Corporate Executives Corporate Governance Cybersecurity Executive Compensation Fiduciary Duty Mergers Proxy Access Risk Management SEC Shareholder Activism Tenure

"Mergers and Acquisitions: 2016 Update"

Global mergers and acquisitions volume in 2016 declined from the record levels set in 2015, but activity was nonetheless strong by historical standards. Value of global deals was approximately $3.7 trillion, an annual total...more

1/31/2017 - Acquisitions Corporate Taxes DOJ Enforcement Actions Equity Markets FTC Global Market Hostile Offers Hostile Takeover Mergers Presidential Elections Shareholder Activism

"SEC Proposes Rule Amendments to Require Universal Proxy Cards"

On October 26, 2016, the U.S. Securities and Exchange Commission (SEC) voted 2-to-1 to propose amendments to the proxy rules that would require the use of universal proxy cards in contested elections. The proposed changes, if...more

10/28/2016 - Amended Rules Board of Directors Contested Elections Director Nominations Proposed Rules Proxy Materials Public Comment SEC Shareholder Votes Shareholders Universal Proxy Cards

"Insights Conversations: M&A"

Skadden M&A partners Steve Arcano, Tom Kennedy (moderator), Jeremy London, Amr Razzak and Rodd Schreiber discussed their perspectives on M&A activity in 2015 and the outlook for 2016. The conversation covered the current...more

1/19/2016 - Acquisitions Antitrust Investigations Board of Directors Institutional Investors Mergers Popular Private Equity Shareholder Activism

"Insights Focus: Key Observations for Directors and Senior Executives"

Although Insights is intended to cover a wide range of issues, there are a number of topics we believe will be of particular interest to directors and senior corporate executives. Below is an introduction to these topics and...more

1/29/2015 - Board of Directors C-Suite Executives Corporate Counsel Corporate Governance Cybersecurity Directors Fiduciary Duty Proxy Access Rule Regulatory Standards Risk Management Shareholder Activism Shareholders

"Navigating Today’s Shareholder Activism Landscape: What Companies Should Consider"

Shareholder activism is the corporate topic du jour, be it in boardrooms, the media or Washington, D.C. While corporate boards and management need to understand the current environment and how we got here, their top priority...more

6/26/2014 - SEC Shareholder Activism Shareholder Litigation Shareholder Rights Shareholders

"Fee-Shifting Bylaws: The Current State of Play"

As previously reported, on May 8, 2014, the Delaware Supreme Court issued an opinion in ATP Tour, Inc. v. Deutscher Tennis Bund (German Tennis Federation), No. 534,2013 (Del. May 8, 2014), holding that fee-shifting provisions...more

6/20/2014

"Delaware Court of Chancery Recognizes Potential Benefits of Shareholder Rights Plans in Addressing Shareholder Activism"

William F. Ruprecht, et al., and Sotheby’s, which, in essence, recognized that a board of directors could adopt a shareholder rights plan as a reasonable response to a threat posed by an activist shareholder....more

5/13/2014 - Board of Directors Corporate Governance Shareholder Activism Shareholder Litigation Shareholders Sothebys

"Delaware Court Upholds Board-Adopted Forum Selection Bylaws"

This week, the Delaware Court of Chancery upheld board-adopted forum selection bylaws requiring that stockholder claims against a Delaware corporation or its directors be brought in a Delaware court. A number of Delaware...more

6/28/2013 - Board of Directors Bylaws Corporate Governance Forum Selection

"Activist Shareholders in the U.S.: A Changing Landscape"

Nature and Direction of Change - Shareholder activism in the U.S. has increased significantly over the past several years, with activist campaigns increasingly targeting well-known, larger market capitalization...more

6/17/2013 - Shareholder Activism Shareholders

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