Securities Business Torts Mergers & Acquisitions

Fiduciary Duty Board of Directors Mergers Shareholder Litigation Shareholders Breach of Duty Controlling Stockholders Business Judgment Rule Derivative Suit SEC Insider Trading Class Action Aiding and Abetting Acquisitions Corporate Counsel Corporate Governance Directors Minority Shareholders Motion to Dismiss Standard of Review Corporate Officers DE Supreme Court Enforcement Actions Fraud Stocks Financial Adviser Professional Liability Conflicts of Interest Disclosure Requirements Dodd-Frank Duty of Loyalty Going-Private Transactions Pleadings Preferred Shares Securities Litigation Settlement Appeals Bylaws Common Stock Delaware General Corporation Law Dismissals Entire Fairness Standard Fairness Standard Pleading Standards Proxy Statements Revlon Standard Securities Exchange Act Securities Fraud Standing Books & Records Disclosure Exculpatory Clauses Executive Compensation Forum Selection Merger Agreements MFW Scienter Self-Dealing Shareholder Activism Shareholder Rights Statute of Limitations Tender Offers Corporate Sales Transactions Covenant of Good Faith and Fair Dealing D&O Insurance Damages Disclosure-Based Settlements Illegal Tipping Injunctions Investors Leveraged Buyout Personal Liability Popular Publicly-Traded Companies Stock-for-Stock Merger Summary Judgment Whistleblowers Appraisal Rights Auditors Bad Faith Buyouts China DOJ Dole Food Duty to Disclose Enforcement ERISA False Statements Foreign Corporations FTC Hart-Scott-Rodino Act Hedge Funds Misrepresentation Mootness Multidistrict Litigation Private Equity Reverse Mergers SCOTUS Shareholder Votes Stock Purchase Agreement Target Company Abuse of Discretion Acquisition Agreements Apple Attorney-Client Privilege Audits Bank of America Broker-Dealer Bundling Rules Burden of Proof C-Suite Executives Canada Causation Celera Class Certification Class Representatives Compliance Contract Drafting Contract Interpretation COOs Demand Futility Derivatives Dilution Due Care Due Diligence Duty of Care Earn-Outs Federal Rule 12(b)(6) Fee-Shifting Financial Statements FINRA Fraudulent Inducement Freeze-Out Mergers Good Faith Indemnification Independent Boards Independent Director Insolvency Insurance Industry Interlocutory Appeals Joint and Several Liability Loss Causation Omissions Omnicare Opt-Outs Personal Benefit Personal Jurisdiction Plainly Material Standard Pre-Merger Filing Requirements Preliminary Injunctions Remedies Revlon Sarbanes-Oxley Say-on-Pay Securities Shareholder Demands Sothebys Special Committees Standstill Agreements Statute of Repose Take-Private Transactions The Clayton Act Third Point Trulia UK Unfair Dealing Venture Capital 10b5-1 Plans AbbVie Accounting Agency Deference Alberta Securities Commission Amended Complaints Annual Reports Antitrust Litigation Antitrust Provisions Appraisal Articles of Incorporation Asset Management Asset Valuations Assignments AT&T Attorney Malpractice Attorney's Fees Auction Banks Beats Electronics Beneficial Owner Bitcoin Breach of Contract Buy-Out Agreements Buyers Cease and Desist Orders CEOs Certifications CFTC Chadbourne & Parke LLP v Troice Change of Ownership CIGNA Cisco Civil Conspiracy Civil Monetary Penalty Closing Documents Commercial Bankruptcy Commercial Leases Companies Law Competitive Bidding Confidential Information Consideration Conspiracies Contract Terms Corporate Management Corporate Records Counterclaims Countrywide Creditors Criminal Prosecution Cybersecurity Data Mining Data Retention Debt Collection Debtors Dell Derivative Complaint Disclosure Settlement Disparate Impact Document Requests Dollar Tree Don't Ask - Don't Waive Duke Energy eBay Energy Sector Engagement Letters Equitable Tolling Estoppel EU Exhaustion Doctrine Facebook Fair Market Value Fair Price FBI Federal Reserve FFIEC FHFA Fidcuciary Liability Filing Fees Financial Regulatory Reform Financial Reporting Financing FinCEN Form D Filing Fraudulent Transfers Full Faith and Credit GAAP Gelboim v Bank of America General Solicitation Gerber Goldman Sachs Gross Negligence Halliburton Halliburton v Erica P. John Fund Healthcare Heinz Hewlett-Packard HKEx Honest Belief Defense Hong Kong Hong Kong Securities and Futures Commission (HKSFC) Incentive Compensation Incentive Stock Options Incentives Independent Directors Initial Public Offerings Insider Breach Inspection Rights Interlocking Directorate Internal Controls Investigations Investment Banks Investment Portfolios Judicial Appointments Judicial Review Jurisdiction Kickbacks Landlords Lehman Brothers Libor Limited Liability Companies Limited Partnerships Listing Standards Market Abuse Market Manipulation Mary Jo White Material Disclosures Material Misstatements Merrill Lynch Morgan Stanley Mortgage-Backed Securities Motion To Stay Negligent Misrepresentation NFA No-Action Letters Novell NYSE OCC Oil & Gas Omnicare v Laborers District Council Ontario Securities Commission (OSC) Patents Pharmaceutical Industry Poison Pill Ponzi Scheme Principal Place of Business Proxies Proxy Materials Proxy Put PSLRA Purchase Agreement Purchase Price Rating Agencies Record Preservation Registration Statement Regulation D Release Agreements Reporting Requirements Representations and Warranties Repudiation Rescission Restricted Stocks Restrictive Covenants Reverse Stock Splits Reverse Triangular Mergers RMBS Rule 10b-5 Russia Sales Schedule 13D SEC v Payton Sellers Settlements Severance Pay Shared Responsibility Rule SIPC Size of Persons Test Size of Transaction Test SLUSA Smithfield Foods Specific Performance Standard Contractual Clauses Startups State of Incorporation Stock Deals Stock Options Stock Prices Subsidiaries Supplemental Disclosures Swap Dealers Swaps Takeover Bids Takeovers Technology Tenants Threshold Requirements Tippees Too Big to Fail Transfer of Assets Transfers Trials UK Supreme Court Unfair Labor Practices Unjust Enrichment Vacated Value Maximization Virtual Currency Voting Securities Warrants Whistleblower Protection Policies White Collar Crimes Williamson Act Witnesses Young Lawyers Zillow