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Acquisitions Bylaws

Skadden, Arps, Slate, Meagher & Flom LLP

Delaware Supreme Court Clarifies Standards Applicable To Advance Notice Bylaws

On July 11, 2024, the Supreme Court of Delaware, en banc, issued an important decision in Kellner v. AIM Immunotech Inc.,1 which arose from a challenge in the Delaware Court of Chancery involving advance notice bylaws that...more

Bradley Arant Boult Cummings LLP

Beware of Risks Involved in Start-Up Company Investing: Avoid Red Flags When Making Private Company Investments

The “Great Resignation” as it has been called reflects the large number of employees leaving the traditional workforce, and many of those departing employees are leaving hourly or salaried positions to start their own new...more

Wilson Sonsini Goodrich & Rosati

2019 Delaware Corporate Law and Litigation Year In Review

In 2019, the Delaware courts issued a broad range of important decisions addressing various corporate law and governance issues—including board compensation, controlling stockholder conflicts, board oversight obligations, M&A...more

Allen Matkins

Court Enforce California Forum Selection Clause

Allen Matkins on

In DealLawyers.com, John Jenkins calls attention to U.S. District Court Judge Timothy S. Hillman's decision to enforce a California forum selection clauses in acquisition related agreements. Europa Eye Wear Corp. v. Kaizen...more

Brownstein Hyatt Farber Schreck

Nevada Legislature Innovates Corporation and LLC Laws

The Nevada Legislature and Gov. Steve Sisolak have recently approved Assembly Bill No. 207 (AB 207), a bill passed under the leadership and guidance of Assembly Speaker Jason Frierson. AB 207 makes certain meaningful changes...more

Dechert LLP

Delaware Court of Chancery Rules Controlling Stockholder Gave Implied Consent to Personal Jurisdiction in Delaware on Basis of...

Dechert LLP on

In a decision with potentially far-reaching implications for private equity sponsors and other controlling stockholders, the Delaware Court of Chancery expanded the potential for liability for foreign-based controllers by...more

Skadden, Arps, Slate, Meagher & Flom LLP

Delaware Corporation Law: Trends Impacting M&A and Corporate Litigation in 2019

On February 20, 2019, Skadden held a webinar titled “2019 M&A and Corporate Litigation Trends.” The panelists were litigation partner and Delaware litigation practice leader Edward Micheletti and litigation counsel Jenness...more

Wilson Sonsini Goodrich & Rosati

2018 Delaware Corporate Law and Litigation Year In Review

In 2018, the Delaware courts issued a broad range of important decisions addressing various corporate law and governance issues. Those decisions are relevant for public and private companies and will help shape...more

Wilson Sonsini Goodrich & Rosati

New York and Washington Courts Issue Important Decisions Relating to M&A and Stockholder Nominations of Directors

Two courts recently issued significant corporate law decisions that are meaningful for corporations and investors navigating an M&A transaction or a proxy contest. Interestingly, both decisions arose outside of Delaware,...more

Jackson Walker

Forum Selection, Jury Waiver and Choice of Law Provisions in Acquisition Agreements – March 2018

Jackson Walker on

View Jackson Walker partner Byron Egan’s publication entitled, Forum Selection, Jury Waiver and Choice of Law Provisions in Acquisition Agreements, prepared for the TexasBarCLE Essentials of Business Law: Protecting Your...more

Latham & Watkins LLP

Defending Against The Hostile Bid: Lessons Learned From Allergan

Latham & Watkins LLP on

Readiness, a strong board and delivering good value are the best strategies to thwart activist investors say Latham & Watkins partners Cary Hyden, Paul Tosetti, Michele Johnson and Mark Gerstein in discussion with Allergan’s...more

Morrison & Foerster LLP

Recent Developments Relating to Hostile Deals in the US

In November 2013, Men’s Wearhouse made an unsolicited offer to acquire Jos. A. Bank, just weeks after rejecting a hostile offer from Jos. A. Bank. Jos. A. Bank initially rejected the “Pac Man” counteroffer, but ultimately...more

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