In this past year, we saw an uptick in in-person court proceedings as the effects of the pandemic subsided, a decrease in pandemic-related litigation, and a return to many of the core issues facing Delaware companies...more
4/25/2023
/ Acquisitions ,
Caremark claim ,
Cybersecurity ,
Delaware General Corporation Law ,
Derivative Suit ,
Freeze-Out Mergers ,
Mergers ,
Popular ,
Securities and Exchange Commission (SEC) ,
Shareholder Litigation ,
Special Purpose Acquisition Companies (SPACs)
In XRI Investment Holdings LLC v. Holifield, C.A. No. 2021-0619-JTL, the Court of Chancery found that defendant Holifield violated a No Transfer Provision in the limited liability company agreement of XRI Investment Holdings...more
Below is our Corporate / M&A decisions update covering decisions in the fourth quarter of 2021. This update is designed to highlight selected important M&A, corporate, and commercial court decisions on a quarterly basis....more
2/3/2022
/ Board of Directors ,
Breach of Contract ,
Bylaws ,
Caremark claim ,
Corporate Counsel ,
Corporate Governance ,
DE Supreme Court ,
Demand Futility ,
Derivative Suit ,
Indemnification ,
Pensions ,
Shareholder Litigation
Below is our Corporate / M&A decisions update covering decisions in the third quarter of 2021. This update is designed to highlight selected important M&A, corporate, and commercial court decisions on a quarterly basis.
The...more
11/23/2021
/ Board of Directors ,
Breach of Duty ,
Caremark claim ,
Controlling Stockholders ,
Corporate Governance ,
DE Supreme Court ,
Delaware General Corporation Law ,
Fiduciary Duty ,
Merger Agreements ,
Mergers ,
Section 220 Request ,
Shareholder Litigation
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
4/13/2021
/ Business Litigation ,
Coronavirus/COVID-19 ,
Corporate Governance ,
Corporate Sales Transactions ,
Forum Selection ,
Infectious Diseases ,
Material Adverse Effects ,
Publicly-Traded Companies ,
Securities Litigation ,
Securities Regulation ,
Shareholders
Below is our Quarterly Corporate / M&A Decisions Update for decisions in Q4 2020. This update is designed to highlight selected important M&A, corporate, and commercial court decisions on a quarterly basis. Brief summaries of...more
2/19/2021
/ Acquisition Agreements ,
Breach of Duty ,
Contract Terms ,
Coronavirus/COVID-19 ,
Corporate Sales Transactions ,
D&O Insurance ,
Delaware General Corporation Law ,
Fiduciary Duty ,
Generic Drugs ,
Gilead Sciences ,
Infectious Diseases ,
Material Adverse Effects ,
Merger Agreements ,
Section 220 Request ,
Shareholder Litigation
Stay informed -
Make sure you are correctly listed on the master mailing matrix or hire counsel to make a formal appearance to make sure you get notices of what's happening in the case. Check to see if a Claims and...more
Our "2020 securities, shareholder, and M&A litigation outlook" provides our point of view on 2020, including the key decisions from 2019 that provide a window into what this year holds in store. ...more
This update is designed to highlight selected important M&A, corporate, and commercial court decisions. Below is an update to a decision that we have been following....more
These updates are designed to highlight selected important M&A, corporate and commercial court decisions on a quarterly basis. ...more
This update is designed to highlight selected important M&A, corporate and commercial court decisions on a quarterly basis. Brief summaries of each decision appear below with links to more robust discussions.
...more
These updates are designed to highlight selected important M&A, corporate and commercial court decisions on a quarterly basis. ...more
This update is designed to highlight selected important M&A, corporate and commercial court decisions on a quarterly basis. The update contains brief summaries of each decision with links to more robust discussions.
...more
This update is designed to highlight selected important M&A, corporate and commercial court decisions on a quarterly basis. The update contains brief summaries of each decision with links to more robust discussions.
...more
A new English Court of Appeal decision shows how to allocate concurrent delay risk successfully. Our worldwide construction team helps your drafting reflect this growing tendency for courts and arbitrators globally to prefer...more
In a recent decision, the Delaware Court of Chancery granted a motion to dismiss a complaint asserting breach of fiduciary duty claims arising out of a stock issuance proposed by a controlling stockholder. IRA Trust f/b/o...more
12/28/2017
/ Breach of Duty ,
Business Judgment Rule ,
Business Litigation ,
Class Action ,
Controlling Stockholders ,
Entire Fairness Standard ,
Fiduciary Duty ,
MFW ,
Recapitalization ,
Standard of Review ,
Stock Issuance ,
Stocks