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“DExit” and Disclosures – Atkins’ Remarks on State Competition and Risk Factors

Over the past few months, Cadwalader’s Quorum has closely followed the remarks of U.S. Securities and Exchange Commission (SEC) Chairman Paul S. Atkins as they relate to the SEC’s revitalized mandate to spur capital markets...more

Words and Actions – SEC Chairs’ Role in Public Disclosure Reform

In a recent statement issued by the SEC on January 16, 2026, Chairman Atkins discussed his views on SEC disclosure reform. During the John L. Weinberg Center for Corporate Governance’s 25th Anniversary Gala, back on October...more

SEC Changes Course on Mandatory Issuer-Investor Arbitration Clauses

On September 17, 2025, the U.S. Securities and Exchange Commission (SEC) issued a policy statement potentially paving the way for the adoption of mandatory arbitration by issuers.  According to the policy statement, “the...more

Delaware Reaffirms the Limits of Conditions Precedent to an Indemnification Claim in M&A Disputes

The Delaware Supreme Court recently reversed and remanded the decision of the Chancery Court in Thompson Street Capital Partners IV, L.P. v. Sonova Unites States Hearing Instruments, LLC and provided a new framework to assess...more

Delaware Chancery Court Dismisses Claims Subject to Entire Fairness

On May 9, 2025, in Roofers Local 149 Pension Fund v. Fidelity National Financial, Inc. et al., the Delaware Court of Chancery granted a pre-trial motion to dismiss, even though the claims alleged a conflicted controller...more

Delaware Court of Chancery Permits Reliance on News Articles and Information Post-Dating Books and Records Demand

On January 29, 2025, in State of Rhode Island Office of the General Treasurer v. Paramount Global (the “Decision”), the Delaware Court of Chancery issued a post-trial opinion, broadening the types of sources a stockholder may...more

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