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Publicly-Traded Companies Business Litigation

Foley Hoag LLP - White Collar Law &...

Tennessee v. BlackRock: How this Case Informs How We Look Back and Look Ahead at ESG

This is the final post in our 2024 Year in Preview series examining important trends in white collar law and investigations in the coming year... Politicians in Republican-led states have painted a target on environmental,...more

Conyers

Successful Restoration of a Voluntarily Dissolved BVI Co as a Company in Liquidation

Conyers on

On 5 February 2024, the Honourable Justice Paul Webster granted a restoration order (the “Order”) pursuant to section 218A of the BVI Business Companies Act (Revised Edition 2020) (as amended) (the “Act”), declaring the...more

Troutman Pepper

Delaware Court of Chancery Clarifies Fiduciary Limitations on Controlling Stockholder's Exercise of Voting Power

Troutman Pepper on

In a landmark decision, the Delaware Court of Chancery addressed, for the first time, the precise duties that a controlling stockholder owes, and the standard of review that will apply, when a controlling stockholder takes...more

Snell & Wilmer

Board Diversity Initiatives Falter in the Courts but Investor Interest Is Likely to Remain Strong

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Last year, Superior Courts in Los Angeles County invalidated two California statutes requiring specific diversity mandates for California public company boards (Senate Bill 826 “SB 826” and Assembly Bill 979 “AB 979”). The...more

Katten Muchin Rosenman LLP

Texas (Business) Courts to Open for Business: Law Creating Specialized Business Courts in Texas Becomes Official

Last Friday, June 9, Texas Governor Greg Abbott signed Texas House Bill 19, which codifies a business court system in Texas. Similar to the commercial court systems that exist in Delaware and New York, Texas's business court...more

McDermott Will & Emery

Half a Loaf Is Not Enough: Second Circuit Sustains Fraud Claim for Failure to Disclose SEC Investigation

Companies under US Securities and Exchange Commission (SEC) investigation focus on marshaling the facts, defenses and related strategies during the course of the investigation and making presentations to the enforcement...more

McDermott Will & Emery

Second Circuit Sustains Fraud Claim for Not Disclosing SEC Investigation

Companies under US Securities and Exchange Commission (SEC) investigation focus on marshaling the facts, defenses and related strategies during the course of the investigation and making presentations to the enforcement...more

Fenwick & West LLP

California Court Finds California Board Diversity Law Unconstitutional

Fenwick & West LLP on

On April 1, 2022, the Superior Court of California, County of Los Angeles granted the plaintiffs’ motion for summary judgment in a case challenging the legality of AB 979 under the California Constitution...more

Farrell Fritz, P.C.

It Was Only a Matter of Time: SPAC Meets Business Divorce

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Anyone who keeps up with the public equity markets knows that the volume of IPOs generated by Special Purpose Acquisition Companies, better known as SPACs, has exploded over the last two years. ...more

Hogan Lovells

2021 securities, shareholder, and M&A litigation outlook - April 2021

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One year ago, when we were finalizing our outlook for 2020, the world was in the early throes of the COVID-19 pandemic. While we anticipated that 2021 would bring many new challenges, few, if any, of us predicted at the time...more

Bilzin Sumberg

The SPAC Era Is Upon Us, and Related Litigation Is on The Rise

Bilzin Sumberg on

Special Purpose Acquisition Companies (SPACs) have been in such widespread use over the last year or two that an uptick in SPAC-related litigation appears inevitable....more

Latham & Watkins LLP

ESG Litigation Roadmap: What You Need to Know - Fall 2020

Latham & Watkins LLP on

Followers of the financial press will not have failed to note the prominence of Environmental, Social, and Governance (ESG) developments in recent years, whether through regulatory proposals, statements from asset managers...more

Foley & Lardner LLP

Protecting Your Business from COVID-19 Class Action Lawsuits

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The COVID-19 pandemic has altered the landscape for private and public businesses in almost every industry, impacting day-to-day operations as well as longstanding obligations to businesses and consumers alike. Just over a...more

Cadwalader, Wickersham & Taft LLP

The Delaware Court of Chancery Rejects Termination of Merger Agreement Based on Material Adverse Effect

In Channel Medsystems, Inc. v. Boston Scientific Corporation, the Delaware Court of Chancery rejected an attempt by Boston Scientific to terminate and thus avoid consummating a merger agreement with Channel on the grounds...more

Cadwalader, Wickersham & Taft LLP

Fiduciary Duties of Dissenting Directors and their Boards – Stobart v Tinkler

In Stobart v Tinkler [2019] EWHC 258 (Comm), the high court has taken an extremely restricted view of the freedom of a dissident director to take his case outside the boardroom. At the same time, the court largely endorsed...more

Amundsen Davis LLC

Backdating: You Can’t Do that in Litigation!

Amundsen Davis LLC on

In a recent case the CEO of a public company testified that he backdated the review of a whistleblower. It was not helpful testimony. What’s worse, based on the report of the incident, it appeared that the case was a winner...more

Morris James LLP

Delaware Supreme Court Implies Duty Of Disclosure For Limited Partnership Conflicts Provision

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Agreements for publicly-traded limited partnerships often disclaim any fiduciary duties and provide safe harbors for transactions involving a conflict for the controller. The safe harbor provisions frequently contain minimal...more

Brownstein Hyatt Farber Schreck

Court Rejects “Merger Tax” Litigation Settlements That Benefit Primarily Plaintiffs’ Attorneys and Plaintiffs Who Do Not Represent...

It is no secret that when a public company announces a merger, lawsuits follow. There is nothing inherently wrong with this phenomenon. If the merger price is woefully unjustifiable or if shareholders are not given adequate...more

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