News & Analysis as of

Aiding and Abetting Corporate Counsel

McCarter & English, LLP

Who Sins Most? The Tempter or the Tempted?—Court of Chancery Allocates Equal Fault Among Acquirer and Target Officers in Merger...

In In re Columbia Pipeline Group, Inc. Merger Litigation, C.A. No. 2018-0484-JTL, the Delaware Court of Chancery allocated liability among two sell-side officers and a third-party acquirer under the Delaware Uniform...more

Dechert LLP

Delaware Court of Chancery Awards Upwards of US$400 Million in Damages for Aiding and Abetting Claim Against Acquiror

Dechert LLP on

The Delaware Court of Chancery penned the latest chapter, on June 30, 2023, in a long-running dispute concerning TC Energy Corporation’s (“TransCanada”) July 2016 acquisition of Columbia Pipeline Group (“Columbia”), holding...more

Eversheds Sutherland (US) LLP

The Chief Compliance Officer Who Wasn’t Framed: Applying the NSCP’s Firm and CCO Liability Framework to an SEC CCO Enforcement...

On June 30, 2022 the Securities and Exchange Commission (SEC) brought a settled enforcement case against a Chief Compliance Officer (CCO) and a Registered Investment Adviser (RIA). At first glance, the case appears...more

Morgan Lewis

Considerations for Employers and Employer Plan Sponsors Related to Potential Changes in the Effect of Roe v. Wade

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Various media outlets published a draft US Supreme Court opinion overturning Roe v. Wade late on May 2. The Supreme Court confirmed the authenticity of the document on May 3 but cautioned that the opinion was still in process...more

Morrison & Foerster LLP

Top 5 SEC Enforcement Developments for January 2022

In order to provide an overview for busy in-house counsel and compliance professionals, we summarize below some of the most important and interesting SEC enforcement developments from the past month, with links to primary...more

McGuireWoods LLP

Minnesota Court Untangles Who Owns What Claim in the Fallout of a Ponzi Scheme

McGuireWoods LLP on

The collapse of a Ponzi scheme usually follows a familiar pattern. When the scheme is exposed, the company created by the schemer—which is usually little more than a sham entity—is placed into receivership or declares...more

Jackson Lewis P.C.

Medical Marijuana Expenses Held Reimbursable In New Jersey Workers’ Compensation Case

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The New Jersey Supreme Court ruled that an employer and its workers’ compensation carrier must reimburse an injured worker for his medical marijuana expenses. Hager v. M&K Construction, 2021 N.J. LEXIS 332 (N.J. April 13,...more

Cozen O'Connor

Court Reverses Foreign National’s FCPA Conviction, Setting a High Bar to Establish an Agency Relationship

Cozen O'Connor on

A ruling issued on Wednesday, February 26 by a Connecticut federal court details the type of control necessary to find that a foreign national acted as an agent of a U.S. domestic concern for purposes of falling within the...more

Sheppard Mullin Richter & Hampton LLP

New Jersey Court Commands Cannabis Reimbursement in Workers’ Compensation Dispute

In a case of first impression, the New Jersey Appellate Division determined that employers in the state must reimburse employees for medical cannabis following a workplace accident, despite federal prohibitions against...more

White and Williams LLP

Delaware Supreme Court Applies Plain Meaning of Insurance Policy Language to Reverse $48 Million Defense Cost Award

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An unbroken sequence of Delaware trial court decisions have reflected strong pro-policyholder leaning in insurance cases in furtherance of the state’s pro-business model. Following the most recent of these pro-policyholder...more

WilmerHale

Second Circuit Limits Government's Ability to Prosecute Foreign Persons and Companies for Conspiracy to Violate the FCPA

WilmerHale on

On August 24, 2018, the United States Court of Appeals for the Second Circuit issued a significant ruling regarding the reach of the U.S. Foreign Corrupt Practices Act (FCPA) over foreign companies and individuals in United...more

FordHarrison

The Latest Buzz: New Jersey Employer Must Reimburse Injured Employee for Cost of Medical Marijuana

FordHarrison on

Rejecting Freehold Township’s claim the entire case was barred by the federal Controlled Substances Act (CSA), a workers’ compensation judge ruled the municipality must reimburse its employee for the cost of medical marijuana...more

Seyfarth Shaw LLP

N.Y. Appellate Court Scopes Out Liability: Using Criminal Convictions in Employment

Seyfarth Shaw LLP on

Seyfarth Synopsis: The New York Court of Appeals’ ruling on questions regarding the use of criminal convictions in hiring will impact employers and may impact the background screening industry, the temporary staffing...more

Foley Hoag LLP - Global Business and Human...

Alien Tort Case Development: Plaintiffs Overcome Presumption against Extraterritoriality, but Still No Corporate Liability in the...

On August 24, the Second Circuit Court of Appeals affirmed the dismissal of plaintiffs’ claims in a case filed against Lebanese Canadian Bank pursuant to the Alien Tort Statute (“ATS”). Plaintiffs in the case, Licci et al. v....more

Perkins Coie

What’s Happening in Delaware M&A – Summer 2016

Perkins Coie on

This update provides a summary of recent Delaware caselaw and statutory developments concerning mergers and acquisitions, including new cases regarding appraisal rights, fraud claims and fiduciary duty and deal process...more

Morris James LLP

Court Of Chancery Applies Business Judgment Rule After Majority Tender Shares

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In what might be one of the most important decisions this year, the Court held that the tender of their shares by a majority of the stockholders invokes an “irrebuttable” presumption that the business judgment rule applies...more

Proskauer - Corporate Defense and Disputes

Second Circuit To Determine Whether Artful Pleading Can Extend FCPA Jurisdiction

Prosecutors in the District of Connecticut have appealed a district court’s ruling that conspiracy and aiding and abetting charges cannot be used to extend the FCPA’s jurisdictional reach. The FCPA has three...more

McGuireWoods LLP

The Importance of Oversight: Recent Trends in Delaware Financial Advisor Liability

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The Delaware Court of Chancery recently made a series of rulings that underscore the importance of oversight by directors in performing their fiduciary duty of care, particularly as it pertains to financial advisors and their...more

Skadden, Arps, Slate, Meagher & Flom LLP

"Dole Ruling Serves as Cautionary Tale for Take-Private Deals"

Earlier this year, in a consolidated breach of fiduciary duty and appraisal action, Vice Chancellor J. Travis Laster of the Delaware Court of Chancery issued a post-trial opinion that includes many important takeaways for...more

Cadwalader, Wickersham & Taft LLP

M&A Update: Delaware Court Finds Dole Executives Personally Liable for Millions in Damages for Defrauding Stockholders in Buy-Out...

In its August 27th post-trial opinion, In re Dole Food Co., Inc. Stockholder Litigation, the Delaware Chancery Court held Dole executives David Murdock and Michael Carter personally liable for $148 million in damages for...more

Foley Hoag LLP - Global Business and Human...

Alien Tort Case Development: Plaintiffs in Exxon Mobil Case Survive “Touch and Concern” Review

Earlier this month, the District Court for the District of Columbia denied Exxon Mobil’s motion to dismiss plaintiffs’ claims in Doe I v. Exxon Mobil, a case brought pursuant to the Alien Tort Statute (“ATS”). Plaintiffs...more

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