Mergers & Acquisitions Business Organization General Business

Shareholders Mergers Acquisitions Fiduciary Duty Board of Directors Shareholder Litigation Corporate Governance Corporate Counsel Merger Agreements Due Diligence LLC Stocks Business Judgment Rule Controlling Stockholders Forum Selection Clause Minority Shareholders SEC Shareholder Votes Oil & Gas Proposed Amendments Publicly-Traded Companies Appraisal Compliance Limited Partnerships Private Equity Reverse Triangular Mergers Shareholder Activism Standstill Agreements Tender Offers Assignments Breach of Duty Bylaws Choice of Entity Contract Interpretation Corporate Taxes Delaware General Corporation Law Directors Disclosure Requirements Executive Compensation FCPA General Partnerships Hospitals Hostile Takeover IPO Master Limited Partnerships New Legislation Purchase Agreement Shareholder Rights Target Company Venture Capital Bids Business Development Corporate Conversions Covenant of Good Faith and Fair Dealing FLSA FTC Funding Going-Private Transactions Healthcare Indemnification Investors IRS MFW Popular Representations and Warranties Safe Harbors Securities Exchange Act Short-Form Mergers Startups Strategic Planning Succession Planning Successor Liability Takeover Agreement UK Written Consent Acquisition Agreements Asset Purchaser Bad Faith Breach of Contract Business Assets Buyers Buyouts Canada China Competition Confidentiality Contract Drafting Corporate Officers Derivative Suit Dissenters Rights Dodd-Frank DOJ Don't Ask - Don't Waive Entrepreneurs EU Fiduciary Liability Foreign Corporations Foreign Investment Good Faith Hospital Mergers JOBS Act Limited Liability Companies Limited Partnership Agreements Motion to Dismiss New Amendments Pleadings Proxy Statements Registration Reporting Requirements Risk Assessment Sarbanes-Oxley Subsidiaries Affordable Care Act Angel Investors Anti-Bribery Asset Valuations Assignees Attorney-Client Privilege Audits Australia Automotive Industry Banks Books & Records Bribery Business Formation Business Ownership Class Action Closely Held Businesses Commercial Real Estate Market Confidential Information Conflicts of Interest Corporate Charters Corporations Code Corruption Cross-Border Crowdfunding D’Oench Doctrine Defective Corporate Acts Delaware Limited Liability Company Act Disclaimers Disclosure Drop-Down Sale Earn-Outs El Paso Pipeline Energy Sector Environmental Policies Ethics Exculpatory Clauses Fairness Hearings Family Businesses FDIC Fee-Shifting Foreign Subsidiaries France Hart-Scott-Rodino Act Internal Affairs Doctrine Joint Venture Jurisdiction Kinder Morgan Liquidation Motion To Stay Nasdaq Operating Agreements Partnership Agreements Partnerships Physician Hospital Organizations Privatization Proxy Contests Public Benefit Corporation Reorganizations Restrictive Covenants Revlon Standard Risk Management Russia Sales Self-Dealing Sellers Settlement Shelf Corporations Single-Bidder Sales Small Business Special Powers Standard of Review Stock Sale Agreements Successors Takeover Bids Tax Liability Third-Party Tortious Interference UAE Venture Funding Voting Rights Waivers 363 Sales Accountants Accounting ACOs Activist Affiliates Albertsons Allergan Inc Amended Legislation Amended Regulation AMF Amortization Annual Meeting Anti-Corruption Anti-Money Laundering Anti-Waiver Statutes Anticompetitive Agreements Antidumping Duties Antitrust Investigations Appeals Appraisal Clauses Arbitrage Articles of Association Asset Deals ATP Tours Auction Australian Stock Exchange Auto Manufacturers Back-End Mergers Blocker Corporations Blue Cross Blue Sky Laws Brand Brokers Bundling Rules Business Companies Act Business Corporation Act Business Taxes Business Valuations Buy-Out Agreements Buyer Beware Buyer Sensitive Information BVI Business Companies C-Corporation Canadian Securities Administration Capital Gains Capital Markets Carryover Basis CBCA CEOs CFIUS Chapter 11 Charitable Purpose Chevron CIGNA CITA Clinical Integration Co-Bidder Commercial Bankruptcy Commercial Companies Law Commercial Leases Common Stock Community Banks Compensation Agreements Compensation Committee Conflict Mineral Rules Conflicts Committees Contract Amendments Contract Negotiations Controlled Foreign Corporations Conversion Corporate Culture Corporate Issuers Corporate Liability Corporate Sales Transactions Cross Purchase Agreement Cybersecurity DE Supreme Court Debt Decision-Making Process Deduction Limitations Default Depreciation Dismissal With Prejudice Disparate Impact Dispute Resolution Dissident Shareholders Divestiture Earnings Reports EDGAR Embezzlement Emerging Technology Companies Employer Liability Issues Energy Policy Enforcement Enforcement Actions Equity Financing Equity Securities Equity Transactions ESMA Estate Tax European Commission Excise Tax Exclusive Forum Exit Strategies Facebook Fair Market Value Fairness Standard FATCA Federal Jurisdiction Federal Rule 12(b)(6) FedEx Filing Requirements Financial Adviser Financial Conduct Authority Financial Regulatory Reform Financial Services Industry Financing FINRA Force-the-Vote Foreign Official Form 8-K Fraud Fraudulent Transfers Freeze-Out Mergers General Partner Generation-Skipping Transfer Germany Glass Lewis GlaxoSmithKline Global Dealmaking Goodyear Grantor Retained Annuity Trust Greenmail Guidance Update Healthcare Providers Healthcare Reform Heirs Highmark Honest Belief Defense Hong Kong Humana Immigration Procedures Incentive Compensation Incentives Income Taxes Incorporation Indemnification Clauses Indemnity Agreements Independent Boards Independent Director India Inheritanance Tax Injunctions Insolvency Institutional Investors Insurance Holding Company Intercompany Transactions Internal Controls International Trade Agreements Inventors Investigations Investment Adviser Investment Contract Investment Funds ISS Issuers Joint Operating Agreement Judicial Proceedings Landlords Letters of Intent Licenses Life Insurance Long-Term Care Loss Prevention Majority Voting Policies Mandatory Arbitration Clauses Manufacturing Medicare Medium-Form Merger Milestone Payments Motion to Expedite NASAA NC Board of Dental Examiners v FTC Negotiations Net Operating Losses Netflix Non-Disclosure Agreement Non-Profits Norman PHO NYSE OBCA OECD Offsets Oil Prices Outbound Acquisitions Partnership Interests Pass-Through Entities Passivity Rule Pershing Square Management Physician Ownership Physicians Pipelines Poison Pill Policy Violations Pre-Clearance Preclearance Preferred Shares Preliminary Injunctions Private Letter Rulings Privately Held Corporations Proposed Legislation Proxies Proxy Advisors Proxy Put Proxy Voting Guidelines Prudential Regulation Authority Purchase Price Recapitalization Reciprocity Rules Redemption Agreement Refinancing Regulation FD REIT Renewable Energy Representations and Warranties Insurance Rescission Ring-Fencing Risk Mitigation Rule 144A RULLCA Safeway Inc Sale of Assets SCOTUS Secondary Markets Section 336(e) Securities Securities Act of 1933 Seed Financing SEHK Selling a Business SFC Share Capital Shareholders' Agreements Signatures Silicon Valley Small Business Formation Small Credit Institutions Social Media Solvents Sothebys Specific Performance State of Play Stock Deals Stock Options Stockholder Agreements Subject Matter Jurisdiction Summary Judgment Surviving Entity Takeover Code Tax Benefits Tax Deductions Tenants Threshhold Requirements TIEA Transaction Costs Transactional Attorneys Transfer of Assets Transfer Taxes True-Ups U.S. Treasury UBTI Unfair Labor Practices United Healthcare Insurance Co. 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