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Top 5 Delaware Case Developments in 2014 for M&A Practitioners

In this analysis: - Introduction - MFW standard applied - Control explained - Indemnification tested - Revlon and fiduciary duties examined - Delaware reaches out - Excerpt...more

2/9/2015

Reminder: Delaware Law Changes Are in Effect

This is a reminder that the changes to the Delaware General Corporation Law, which we discussed in more detail below, went into effect on August 1, 2014....more

Corporate Renewable Energy Buyers’ Principles Highlight the Promise of Consumer/Utility Collaboration in Renewable Power...

As we wrote earlier this year, end-use corporate energy consumers large and small are increasingly turning to distributed power generation using solar, wind and other technologies to reduce purchased power costs and price...more

2014 Changes to Delaware Corporate Law

Earlier this month, several significant amendments to the Delaware General Corporation Law (the DGCL) were approved. These amendments are substantially the same as the amendments originally proposed in April 2014 and will...more

Delaware Supreme Court: Directors May Resign by Oral Statement

Last month, in Biolase, Inc. v. Oracle Partners, L.P. (Del. June 12, 2014), the Delaware Supreme court affirmed the oral resignation of a director while on a board call....more

DGCL Sections 204 and 205 Go Into Effect April 1, 2014

Tomorrow, on April 1, 2014, some potentially important new provisions in the Delaware General Corporation Law (the DGCL) will go into effect....more

Practice Tips for M&A Practitioners for 2014

Based on a number of cases decided by the Delaware courts in 2013, below we summarize practice tips regarding careful drafting of contractual provisions and complying with technical and statutory requirements....more

2013 Changes to Delaware Corporate and LLC Law

In this alert we summarize the most important recent additions and amendments to the Delaware General Corporation Law (the “DGCL”) and the Delaware Limited Liability Company Act (the “DLLCA”). These changes include...more

Delaware Supreme Court applies ‘reasonable conceivability’ standard and addresses earn-out and indemnification provisions

Last month, in Winshall v. Viacom International, the Delaware Supreme Court applied the “reasonable conceivability” standard to a motion to dismiss and addressed the earn-out and indemnification provisions in a merger...more

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