In this issue:

- Delaware Court of Chancery Rules That a Major Debt Holder and 48 Percent Stockholder Is a Controlling Stockholder and Owes Fiduciary Duties to Minority Stockholders

- Delaware Court of Chancery Applies Entire Fairness Standard to Going-Private Transaction with a Controlling Stockholder Negotiated by Special Committee and Approved by a Majority of the Minority Stockholders

- FINRA Proposes to Amend Rule 2360

- SEC to Hold Open Meeting on Cross-Border Security-Based Swap Definitions

- JAC Issues Guidance on FCM Financial Information Disclosure Requirements

- SEC Releases Guidance on Affiliated Transactions of Series Investment Companies

- Delaware Court of Chancery Finds Contract Rate Applies to Post-Judgment Interest

- SEC Obtains Settlement for Investment Adviser’s Real Estate Investment Fraud

- Excerpt from Delaware Court of Chancery Rules That a Major Debt Holder and 48 Percent Stockholder Is a Controlling Stockholder and Owes Fiduciary Duties to Minority Stockholders:

In Hamilton Partners, L.P. v. Highland Capital Management, L.P., the Delaware Court of Chancery denied a motion to dismiss breach of fiduciary duty claims brought by former stockholders of American Home Patient, Inc. (AHP) against Highland Capital Management, L.P in connection with a going-private transaction.