Securities Mergers & Acquisitions Business Torts

Fiduciary Duty Board of Directors Mergers Shareholder Litigation Shareholders Breach of Duty Business Judgment Rule Controlling Stockholders Derivative Suit Class Action Aiding and Abetting SEC Insider Trading Acquisitions Corporate Counsel Directors Corporate Governance Standard of Review Corporate Officers Delaware General Corporation Law Minority Shareholders Motion to Dismiss Financial Adviser Fraud Settlement Stocks DE Supreme Court Enforcement Actions Entire Fairness Standard Merger Agreements Conflicts of Interest Duty of Loyalty Going-Private Transactions Professional Liability Revlon Standard Securities Fraud Securities Litigation Common Stock Disclosure Requirements Dodd-Frank Pleadings Preferred Shares Proxy Statements Shareholder Votes Tender Offers Appeals Books & Records Bylaws Dismissals Fairness Standard Pleading Standards Securities Exchange Act Standing Disclosure Exculpatory Clauses Executive Compensation Forum Selection MFW Publicly-Traded Companies Scienter Self-Dealing Shareholder Activism Shareholder Rights Statute of Limitations Acquisition Agreements 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 Stock-for-Stock Merger Summary Judgment Whistleblowers Appraisal Rights Attorney's Fees Auditors Bad Faith Buyouts China DOJ Dole Food Due Diligence 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 Stock Purchase Agreement Supplemental Disclosures Target Company UK Young Lawyers Abuse of Discretion Apple Appraisal Attorney-Client Privilege Audits Bank of America Beneficial Owner Breach of Contract Broker-Dealer Bundling Rules Burden of Proof C-Suite Executives Canada Causation Celera Class Certification Class Representatives Compliance Contract Drafting Contract Interpretation COOs Cybersecurity Dell Demand Futility Derivative Complaint Derivatives Dilution Disclosure Settlement Due Care Duty of Care Earn-Outs EU 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 Ponzi Scheme Pre-Merger Filing Requirements Preliminary Injunctions Remedies Representations and Warranties Revlon RMBS 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 Unfair Dealing Venture Capital Walgreens 10b5-1 Plans AbbVie Accounting Agency Deference Alberta Securities Commission Amended Complaints Annual Reports Antitrust Litigation Antitrust Provisions Arbitrage Articles of Incorporation Asset Management Asset Valuations Assignments AT&T Attorney Malpractice Auction Bank of New York (BNY) Mellon Banks Beats Electronics Bitcoin Buy-Out Agreements Buyers Capital Contributions Cash Transactions 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 Cyber Incident Reporting Data Mining Data Retention Debt Collection Debtors Disparate Impact Document Requests Dollar Tree Don't Ask - Don't Waive Duke Energy eBay Energy Sector Engagement Letters Equitable Tolling Estoppel Exhaustion Doctrine Facebook Fair Market Value Fair Price Fair Value Standard FBI Federal Reserve FFIEC FHFA Fidcuciary Liability Filing Fees Financial Regulatory Reform Financial Reporting Financial Sector Financing FinCEN Food Manufacturers Foreign Issuers 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 Irrebuttable Presumptions 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 Misrepresentation Material Misstatements Member State Merrill Lynch Misclassification 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) Organic Patents Pharmaceutical Industry Poison Pill Principal Place of Business Proxies Proxy Materials Proxy Put PSLRA Purchase Agreement Purchase Price Rating Agencies Record Preservation Referendums Registration Statement Regulation D Release Agreements Reporting Requirements Repudiation Rescission Restricted Stocks Restrictive Covenants Reverse Stock Splits Reverse Triangular Mergers Rule 10b-5 Russia Sales Schedule 13D SEC v Payton Sellers Settlements Severance Pay Shared Responsibility Rule Shareholder Approval SIPC Size of Persons Test Size of Transaction Test SLUSA Smithfield Foods Sovereign Debt Specific Performance Standard Contractual Clauses Startups State of Incorporation Stock Deals Stock Options Stock Prices Strike Suits Subsidiaries Swap Dealers Swaps Takeover Bids Takeovers Technology Tenants Threshold Requirements Tippees Too Big to Fail Transfer of Assets Transfers Trials UK Brexit UK Supreme Court Unfair Labor Practices Unjust Enrichment Vacated Value Maximization Virtual Currency Voting Securities Warrants Whistleblower Protection Policies White Collar Crimes Williamson Act Wire Fraud Witnesses Zillow