Shareholders' Agreements

Blaustein, et al. v. Lord Baltimore Capital Corp., et al., C.A. No. 6685-VCN, (Del. Ch. Apr. 30, 2013) (Noble, V.C.)

In this memorandum opinion, the Court of Chancery granted defendants’ summary judgment motion dismissing claims based on the implied covenant of good faith and fair dealing under a shareholders’ agreement and further denied...more

Ten Questions You Should Ask When Negotiating a Shareholders Agreement

In fundraising negotiations with our small business and emerging growth companies clients we always have one eye on the follow on negotiations that will be necessary for the shareholders agreement. If we are lucky the...more

California Court of Appeal Recognizes That Wide Discretion Granted to a Board of Directors Under the Business Judgment Rule May Be...

In Scheenstra v. California Dairies, Inc., No. F062768, ___ Cal. Rptr. 3d ___, 2013 WL 363148 (Cal. App. 5th Dist. Jan. 30, 2013), the California Court of Appeal, Fifth District, affirmed the judgment of the California...more

Russian Law Update -- August 2012

In This Issue: *Introduction *Reform of the Russian Civil Code: Changes in Legal Entities *Russia’s Accession to the WTO *Arbitration of Disputes in Russia: Recent Developments *Shareholders’ Agreements:...more