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Texas Corporations Gain New Governance Tools and Increased Predictability in Shareholder Disputes

Last week, Texas Governor Greg Abbott signed into law Texas Senate Bill 29, which includes a comprehensive package of amendments to the Texas Business Organizations Code aimed at reinforcing and revitalizing the governance...more

Delaware Supreme Court Confirms “Potential” Control is Not Enough to Find Actual Control

In an opinion late last month, the Delaware Supreme Court brought a close to the long-running shareholder litigation regarding Oracle’s 2016 purchase of NetSuite. The decision provides instruction for how significant minority...more

Director Independence: Beware of Who Your Friends Are

The Securities and Exchange Commission (the “SEC”) recently settled charges against James R. Craigie, a former CEO, Chairman and board member of Church & Dwight Co. Inc. (the “Company”), for violating proxy disclosure rules...more

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