Mergers & Acquisitions Business Organization General Business

Mergers Acquisitions Shareholders Board of Directors Fiduciary Duty Merger Agreements Due Diligence Shareholder Litigation Corporate Counsel Corporate Governance SEC Controlling Stockholders FTC Private Equity Publicly-Traded Companies Representations and Warranties Popular Delaware General Corporation Law Limited Liability Company (LLC) Target Company Acquisition Agreements Corporate Taxes Hart-Scott-Rodino Act IRS UK Appraisal Breach of Contract Compliance Business Judgment Rule Buyers Forum Selection Indemnification Minority Shareholders Purchase Agreement Shareholder Rights Shareholder Votes Tender Offers Bylaws DOJ Employment Contract Selling a Business Stocks Breach of Duty Contract Negotiations EU Oil & Gas Shareholder Activism Shareholder Approval Successor Liability Canada Contract Terms FCPA Hostile Takeover Sale of Assets Securities Exchange Act Sellers Young Lawyers Directors Investors Limited Partnerships New Legislation Revlon Standard Small Business Takeover Bids Assignments Conflicts of Interest Contract Drafting Contract Interpretation DE Supreme Court Derivative Suit Disclosure Requirements Going-Private Transactions Investment Funds Letters of Intent Proposed Amendments Reverse Triangular Mergers Safe Harbors Short-Form Mergers Stock Purchase Agreement Strategic Planning Buyouts Choice of Entity Class Action Energy Sector Enforcement Actions Fairness Standard Foreign Investment International Labor Laws IPO Joint Venture Operating Agreements Proxy Statements Risk Assessment Standstill Agreements Startups Subsidiaries Succession Planning Takeover Agreement Antitrust Investigations Appraisal Rights Asset Purchaser Audits Business Development CFIUS Complex Corporate Transactions Confidential Information Corporate Conversions Covenant of Good Faith and Fair Dealing Cross-Border Transactions Dell Disclosure-Based Settlements Executive Compensation Fee-Shifting Foreign Corporations France Funding General Partnerships Good Faith Hospitals Master Limited Partnerships Motion to Dismiss New Amendments Successors U.S. Treasury Venture Capital Wage and Hour Aiding and Abetting Anti-Bribery Antitrust Provisions Appeals Attorney's Fees Auction Australia Bids Books & Records Broker-Dealer Business Assets Business Valuations China Closely Held Businesses Collective Bargaining Commercial Insurance Policies Common Stock Corporate Officers Corruption Disclosure Dissenters Rights Dodd-Frank Earn-Outs Employee Transfers Entrepreneurs Family Businesses FLSA Foreign Subsidiaries Fraud Germany Healthcare Hiring & Firing Hospital Mergers Hotels Institutional Investors Inversion JOBS Act MFW Non-Compete Agreements Partnerships Poison Pill Privately Held Corporations Reorganizations Reporting Requirements Restrictive Covenants Settlement Shareholders' Agreements Stock Sale Agreements Threshold Requirements Trulia Unions Webinars Written Consent Amended Legislation Anti-Corruption Arbitrage Arbitration Articles of Incorporation Asset Valuations Bad Faith Banks Blue Sky Laws Bribery Business Court Division Business Formation Business Ownership Business Plans Business Succession Capital Gains Capital Markets Commercial Bankruptcy Commercial Leases Competition Contract Disputes Corporate Financing Corporate Sales Transactions Corporations Code Cross-Border Cybersecurity Defective Corporate Acts Disclaimers Dispute Resolution Don't Ask - Don't Waive Duty to Disclose Employer Liability Issues Equity Financing Escrow Accounts Ethics European Commission Exclusive Forum Exculpatory Clauses Exit Strategies Fair Market Value Federal Contractors Financial Statements Government Contractors Government Investigations Hong Kong Income Taxes Indemnification Clauses Insurance Industry Intellectual Property Protection Internal Revenue Code (IRC) Investment Adviser Latin America Lenders Limited Liability Partnerships Limited Partnership Agreements Misrepresentation Multinationals Nasdaq Netherlands New Guidance NLRB Notice Requirements Oil Prices Partnership Agreements Premerger Notifications Proxy Contests Representations and Warranties Insurance Risk Management Risk Mitigation Rule 144A Sarbanes-Oxley SCOTUS Securities Securities Act of 1933 Self-Dealing Size of Persons Test Spinoffs Tax Liability Third-Party UAE UK Supreme Court Voting Rights Voting Securities Warranties Yahoo! 363 Sales Acquisition Finance Advancement Affiliates Affordable Care Act Alibaba Angel Investors Asia Attorney-Client Privilege Automotive Industry Beer Beneficial Owner Breach of Warranty Breweries Brokers Business Corporation Act C-Corporation Canadian Securities Administration Change of Control Chapter 11 Chief Compliance Officers Collective Bargaining Agreements (CBA) Commercial Companies Law Commercial Real Estate Market Confidentiality Agreements Consent to Assignment Continuing Legal Education Controlled Foreign Corporations Corporate Charters Corporate Culture Corporate Structures Crowdfunding D&O Insurance Debt Financing Delaware Limited Liability Company Act Discovery Dismissals Divestiture El Paso Pipeline Emerging Technology Companies Employee Retention Environmental Policies Estate Planning Estate Tax European Merger Control Regulation Exemptions Fairness Hearings Final Rules Financial Institutions Financial Services Industry Financing Fines FINRA Food Manufacturers Foreign Acquisitions Former Directors Freeze-Out Mergers GAAP Hospitality Industry Independent Boards Industry Consolidation Insider Trading Intercompany Transactions Internal Affairs Doctrine Internal Controls International Tax Issues Investor Protection Judicial Review Jurisdiction Kinder Morgan Landlords License Agreements Licenses Liquidation Lockheed Martin Long-Tail Claims Manufacturers Marriott Material Adverse Effects Modification Motion to Compel Motion To Stay National Security No-Action Letters Nokia Non-Disclosure Agreement Offerors Outbound Acquisitions Parent Corporation Passive Activity Physician Hospital Organizations Pleadings Portugal Preferred Shares Preliminary Injunctions Private Equity Firms Private Letter Rulings Private Placements Privatization Public Benefit Corporation Purchase Price Recapitalization Registration Regulation D Regulatory Standards REIT Renewable Energy Repudiation Rescission Risk Allocation S-Corporation Sales Section 355 Settlement Agreements Shelf Corporations Silicon Valley Size of Transaction Test Small Business Formation Standard of Review Standing Statute of Limitations Stock Deals Stock Options Stockholder Agreements Subsequent Purchasers Summary Judgment Suppliers Takeovers Tax Evasion Tax-Free Spin-Offs Tenants Tortious Interference Trade Unions Transfer of Assets Underwriting Unenforceable Contract Terms Unilateral Modification Venture Funding Waivers ACCC Accounting ACOs Activist Activist Hedge Funds Administrative Review Agents Alberta Securities Commission Alcoa Alcohol Beverage Control ALJ Allergan Inc Ambiguous Ambulatory Surgery Centers Amended Regulation AMF Amortization Annual Meeting Anti-Abuse Rule Anti-Dumping Duty Anti-Inversion Regulations Anti-Money Laundering Anti-Monopoly Anti-Reliance Clauses Anti-Stacking Provisions Anticompetitive Agreements Antitrust Litigation Antitrust Violations Appraisal Clauses Arbitration Agreements Articles of Association Asbestos Litigation Asset Deals Asset Management Asset Stripping Asset Transfer Assignees ATP Tours Audited Financial Statements Australian Stock Exchange Auto Manufacturers Bank Holding Company Bankers Bankruptcy Code Belgium Bipartisan Budget Blocker Corporations Blue Cross Blue Pencil Contract Modification Bonds Books Borrowers Brand Brazil Bundling Rules Business Development Companies Business Entities Business Expenses Business Taxes Buy-Out Agreements Buying a Business C&DIs CA Supreme Court Capital Acquisition Broker (CAB) Capital Formation Capital Raising Capital Structures Carryover Basis Carve Out Provisions CBCA CDIs CEOs CFC CFOs Charitable Purpose Chevron CIGNA Civil Investigation Demand Clawbacks Clinically Integrated Networks (CINs) Closing Documents Co-Investment Rights Comment Period Community Banks Companies Act Companies Law Compensation Agreements Compensation Committee Competition Appeals Tribunal (CAT) Conflict Mineral Rules Consent Consultants Continuing Education Continuous Holder Requirement Contract Amendments Contract Termination Contractual Safeguards Controlled Transactions Conversion Corporate Bonds Corporate Dissolution Corporate Issuers Corporate Liability Corporate Records Corporate Restructuring Counterclaims Covenant Not to Sue Covered Transactions CPARS Creditors Criminal Prosecution Critical Infrastructure Sectors Currency Exchange Cyber Insurance Damages Data Breach DCAA Debt Debt Restructuring Debt-Equity Debtors Decision-Making Process Deduction Limitations Default Defense Production Act Delisting Depreciation Designated Agent Diminution in Value Director Compensation Disgorgement Dismissal With Prejudice Disparate Impact Dissident Shareholders Distribution Rules Document Productions Doing Business DOL Duty of Loyalty E-Commerce Earnings Reports Economic Sanctions EDGAR Egypt Embezzlement Employee Benefits Employee Rights Employees Employment Terms En Banc Review Energy Policy Energy Projects Enforcement Entire Fairness Standard Environmental Liability Equity Securities Equity Transactions Ericsson Escrow Instructions ESOP Estoppel European Court of Justice (ECJ) Events Excess Policies Exchange Offer Excise Tax Exclusive Jurisdiction Exemptive Relief Exon-Florio Expatriates Expedia Expedited Discovery Facebook Fair Valuation Fair Value Standard False Claims Act (FCA) False Statements FASB Federal Acquisition Regulations (FAR) Federal Jurisdiction Federal Rule 12(b)(6) Federal Supply Schedule (FSS) FedEx Fees Ficticious Business Name Filing Requirements Financial Accounting Financial Adviser Financial Conduct Authority (FCA) Financial Markets Financial Records Financial Regulatory Reform First Amendment Fixed Price Fluor FOCI FOIA Food Supply Foreign Direct Investment Foreign Equity Securities Foreign Official Foreign Private Issuers Foreign Trade Regulations Form 8-K Franchise Agreements Fraudulent Transfers FRB French Supreme Court Fund Managers GAO GDP General Data Protection Regulation (GDPR) General Partner Generation-Skipping Transfer German Supreme Court Gilead Sciences Glass Lewis GlaxoSmithKline Global Dealmaking Global Market Goodwill Goodyear Governor Brown Grantor Retained Annuity Trust Greenmail Guidance Update Health Care Providers Healthcare Reform Hedge Funds Heineken Heirs Highmark HKEx Honest Belief Defense Hong Kong Securities and Futures Commission (HKSFC) Horizontal Mergers Hotel Management Agreements Humana Hyundai ICAP Immigration Procedures Incentive Compensation Incentives Incorporation Incubators Indemnity Indemnity Agreements Independent Director India Inheritanance Tax Inheritance Inheritance Tax Initial Public Offerings Injunctions Insurance Holding Company Integration Interagency Agreement Interest Rates Interested Parties Interlocking Directorate International Data Transfers International Trade Inventors Investigations Investment Investment Companies Investment Company Act of 1940 Investment Contract Investment Management ISS Issuer Eligibility Criteria Italy Joint Operating Agreement Judicial Proceedings Kazakhstan Kingdomware Techs. Inc. v United States Lagunitas Brewing Company Lanham Act Law Firm Partners Legal Entities Legal Ethics Legal Fees Legal Perspectives Legislative Agendas Leveraged Buyout Leveraged Lending Life Insurance Life Sciences Limitations Act Liquidity Liquor Licences Listing Rules Litigation Fees & Costs LLC Agreements Loan Agreements Local Partners Locked-Box Deals Long-Term Care Loss Prevention Majority Voting Policies Managed Care Contracts Mandatory Arbitration Clauses Market Abuse Material Nonpublic Information Medicare Memorandum of Understanding Merger Clause Merger Controls Micro Entity Status Middle East Milestone Payments Ministry of Finance Ministry of Labour MLPs Monetary Authority of Singapore Mootness Most-Favored Nations Motion to Expedite Movies Multidistrict Litigation Multiemployer Plan Mutual Funds NASAA Natural Resources NAV NC Board of Dental Examiners v FTC Negotiations Net Operating Losses Netflix NISPOM No-Action Relief Non-Convertible Debt Securities Non-Profits Non-Reliance Clauses Non-Signatories Non-Solicitation Agreements Norman PHO Notification Requirements NYSE OBCA OFAC Offer Letters Offers Office Depot Offsets OMB Online Gaming Online Travel Vendors Opt-Outs Option Contracts Orbitz Ownership Rules Partnership Interests Pass-Through Entities Pensions Permanent Injunctions Person of Significant Control (PSC Register) Personal Brands Personal Liability Pharmaceutical Industry Pharmaceutical Patents Physician Ownership Physicians Pipelines Podcasts Poland Policy Violations Portfolio Companies Pre-Clearance Preclearance Prejudgment Interest Price Discrimination Pricing Private Equity Funds Private Securities Litigation Reform Act of 1995 Pro Rata Allocation Rule Property Valuation Proposed Legislation Proxies Proxy Advisors Proxy Put Proxy Season Proxy Voting Guidelines Prudential Regulation Authority Public Comment Public Disclosure Public Procurement Policies Public Relations Putative Class Actions RadioShack Ratification Reciprocity Rules Redemption Agreement Refinancing Registered Investment Companies (RICs) Regulation FD Regulatory Agenda Regulatory Oversight Regulatory Reform Religious Discrimination Repatriation Restricted Stocks Retailers Revlon Right of FIrst Refusal Ring-Fencing RJ Reynolds Rule 14a-8 Rule 504 Rule 506 Offerings Rule of Two Rules of Construction RULLCA Russia Safeway Inc SALT Samsung Sanctions SBA Scheme of Arrangement Scope of Coverage SDN List Secondary Markets Section 10(b)-5 Section 220 Request Section 336(e) Section 8 Securities Fraud Seed Financing SEHK Sensitive Business Information Service Marks SFC Share Capital Share Price Share Purchase Agreements Shareholder Distributions Shareholder Meetings Shareholder Proposals Siemens Signatures Singapore Small Credit Institutions Small Offering Exemptions Social Media Software Solvents Sothebys South Korea Spain Special Purpose Acquisition Companies (SPACs) Special Purpose Entities Special Purpose Vehicles Specific Performance Staples State-Owned Enterprises Statutory Mergers Stock Exchange Subject Matter Jurisdiction Subpoenas Successor Interests Supply Chain Supreme Court of Canada Survival Clauses Surviving Entity Sysco Takeover Code Tax Basis Tax Benefits Tax Deductions Tax Planning Tax Rates Tax Reform Tax-Free Transfers Technology Sector TEFRA Television Shows Term Sheets Terms and Conditions The Clayton Act Time Restrictions Trade Agreements Trademark Infringement Trademarks Transaction Costs Transactional Attorneys Transfer of Interest Transfer Taxes Transparency Trucking Industry Trust Indenture Act TUPE UBTI UK Bribery Act UK Competition and Markets Authority (CMA) Underpayment Unfair Competition Unfair Labor Practices United Arab Emirates United Healthcare Insurance Co. Unregistered Brokers US Foods US-China Economic and Security Review Commission (USCC) Valuation Value Maximization VAT Vendors Veterans Administration Voluntary Withdrawal Voting Shares Waiting Periods Walgreens Warner Brothers Entertainment WellPoint Wells Notice Whistleblowers Wine & Alcohol Withdrawal Liability Withholding Tax Work-For-Hire Wrongful Termination YieldCos Zillow