News & Analysis as of

Shareholder Activism

Seward & Kissel LLP

SEC Staff Issues No-Action Letter to Closed-End Funds Seeking to Exclude Activist Shareholder Proposals to Declassify Board

Seward & Kissel LLP on

Who may be interested: Closed-End Funds; Boards of Directors; Investment Advisers - Quick Take: The staff of the SEC’s Division of Investment Management (Staff) recently granted no-action relief to three closed-end funds...more

ArentFox Schiff

Airline 401k Decision Illustrates Continued Takeoff of ESG Litigation

ArentFox Schiff on

A Texas federal judge recently permitted an environmental, social, and governance- (ESG) related Employee Retirement Income Security Act (ERISA) case filed by an airline pilot against his employer and its benefits plan to...more

Skadden, Arps, Slate, Meagher & Flom LLP

The Informed Board - Winter 2024

The oversight obligations of boards continue to expand. Recent enforcement actions and new laws in areas such as cybersecurity, artificial intelligence and supply chains create new challenges for boards, as we explain in this...more

Skadden, Arps, Slate, Meagher & Flom LLP

FCA Preserves Key Tool for Activists in Listing Rules Reform

Activist shareholders had a busy 2023: The incidence of activist campaigns in Europe soared by almost 70% compared to 2022, according to data compiled by Skadden and Activistmonitor. As we described in a previous issue of The...more

Skadden, Arps, Slate, Meagher & Flom LLP

Shareholder Activism Continues To Increase and Spread in Europe

Key Points - - The number of activist campaigns launched against European companies rose again in 2023, with a new focus on German targets. - Many activists surveyed believe that France offers them good opportunities. -...more

BCLP

Action Stations - Activist investors are hoping to influence the ESG agenda; what are the likely wider repercussions for the...

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The ESG litigation landscape is rapidly developing. Activist claimants, whose end-goal is to effect change in the management, ESG policies or ESG credentials of companies or regulated firms, are progressively pressurising...more

Bracewell LLP

ExxonMobil Strikes Back: Energy Companies Take a More Proactive Approach to Activist ESG Shareholders

Bracewell LLP on

ExxonMobil has filed proceedings in the US District Court for the Northern District of Texas against two shareholders, alleging that proposals seeking an increased pace for reductions in emissions amount to “intrusion” into...more

Katten Muchin Rosenman LLP

UK and European M&A: Predictions for 2024

2023 was a challenging year for mergers and acquisitions (M&A). Volumes of deals and deal sizes were both down due to, amongst other factors, historic levels of inflation, rising interest rates, heightened regulatory scrutiny...more

Vinson & Elkins LLP

Shareholder Activism in 2024: Three Trends to Watch

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The world of corporate shareholder activism is poised for significant changes and challenges. Activist shareholders have been a driving force in shaping the corporate landscape, pushing for reforms and steering companies...more

Morrison & Foerster LLP

2023 M&A Annual Review

Our M&A team is honored to have represented clients in some of the most compelling transactions in 2023—from advising SoftBank on two acquisitions of public companies in the robotics space, to partnering with sustainable food...more

Venable LLP

Protecting Closed-End Investment Companies under Maryland Law

Venable LLP on

Closed-end investment companies registered under the Investment Company Act of 1940, as amended (the "1940 Act"), have proven to be a product sought by many investors, especially individuals. Despite their appeal to long-term...more

K2 Integrity

Corporate Activism In The U.S., U.K., Europe, And Asia—Different Regions, Different Goals

K2 Integrity on

On 10 January 2024, K2 Integrity and Schulte Roth & Zabel hosted a webinar on the state of corporate activism across various regions. Jason Wright, senior managing director at K2 Integrity, moderated the discussion with Lisa...more

Latham & Watkins LLP

ESG Insights: 10 Things That Should Be Top of Mind 2024

Latham & Watkins LLP on

Amid new regulations, increased enforcement and litigation, and higher stakeholder scrutiny, companies will need to adopt an integrated and nuanced approach to ESG. In some ways, 2023 was a challenging year for ESG. This...more

Latham & Watkins LLP

Target Engaged: How UK PLCs Can Defend Against Growing US Shareholder Activist Focus in 2024

Latham & Watkins LLP on

The UK market continues to prove a fertile hunting ground for shareholder activism, with US-based investors spearheading a significant proportion of public campaigns during 2023. These seasoned investors with a track record...more

Vinson & Elkins LLP

[Hybrid CLE Event] Every Season is Activist Season: The Big Questions for 2024 - January 31st, New York, NY

Vinson & Elkins LLP on

Vinson & Elkins’ Shareholder Activism practice co-heads Lawrence Elbaum and Patrick Gadson will discuss how companies need to prepare against the year round attacks by shareholder activists. In a conversation moderated by...more

Venable LLP

Court of Chancery Provides Further Guidance on Advance Notice Bylaw Amendments Amidst a Proxy Contest

Venable LLP on

Hi In “a tale of wins and losses on both sides,” the Delaware Court of Chancery reiterated that advance notice bylaws adopted amid an approaching proxy contest are reviewed through the lens of enhanced judicial scrutiny to...more

Paul Hastings LLP

Delaware Chancery Upholds Rejection of Advance Notice; Strikes Down Certain Bylaw Amendments

Paul Hastings LLP on

In Kellner v. AIM Immunotech Inc., et al., Vice Chancellor Will of the Delaware Court of Chancery upheld the company’s rejection of an advance notice of nomination finding that the Board acted reasonably and equitably in...more

Paul Hastings LLP

Recent Court Rulings Shape Strategies for Closed-End Funds in Shareholder Activism Context

Paul Hastings LLP on

Recent decisions from the U.S. Court of Appeals for the Second Circuit and the U.S. District Court for the Southern District of New York have brought attention to anti-takeover strategies employed by registered closed-end...more

Morrison & Foerster LLP

M&A in 2023 and Trends for 2024

M&A activity in 2023 was subdued, as dealmakers grappled with geopolitical tensions, inflation, rising interest rates, and increasing regulatory scrutiny, against a backdrop of general economic uncertainty. Challenges in the...more

Paul Hastings LLP

Public Company Watch: December 2023

Paul Hastings LLP on

In the December Public Company Watch, we cover key issues impacting public companies, including a preview of the SEC’s latest regulatory agenda, an update regarding the Fifth Circuit vacating the SEC’s share repurchase rules,...more

Paul Hastings LLP

Recent Rulings from Delaware Chancery Favorable to Companies in Shareholder Activism Context

Paul Hastings LLP on

Two recent rulings from the Delaware Court of Chancery relating to matters that arose in shareholder activism campaigns were favorable to companies. In Paragon Technologies, Inc. v. Terence J. Cryan, et al. (November 30,...more

Wilson Sonsini Goodrich & Rosati

Antitrust Laws and ESG Shareholder Engagement

I. Introduction - Shareholder activism to further environmental, social, and governance (ESG) goals faces intense antitrust scrutiny in the United States. Some members of Congress and state attorneys general claim these...more

K2 Integrity

[Webinar] Corporate Activism in the U.S., U.K., Europe, and Asia – Different Regions, Different Goals - January 10th, 7:00 am PT

K2 Integrity on

2023 was a mixed year for corporate activism. Although there was a small increase in the number of campaigns, the rise in interest rates to levels not seen since the early aughts cooled the trend of M&A activism....more

Skadden, Arps, Slate, Meagher & Flom LLP

Global M&A Activity Endures Headwinds in 2023 and Displays Resilience Going Into 2024

Key Points - - While interest rates, uncertainty and other factors negatively impacted deal activity in 2023, we saw a steady flow of carve-outs, spin-offs and joint ventures that offered creative ways to achieve strategic...more

White & Case LLP

Japan 2023 Proxy Season

White & Case LLP on

The Number of Shareholder Proposals Made by Activist Shareholders, Votes Against Management Proposals and Listed Companies Facing Shareholder Proposals Each Continue to Trend Upward in Japan - During the June 2023 annual...more

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