Securities Civil Remedies Mergers & Acquisitions

Shareholder Litigation Shareholders Fiduciary Duty Mergers Merger Agreements Breach of Duty Appraisal Board of Directors Derivative Suit Dismissals Attorney's Fees Class Action Corporate Counsel Settlement Controlling Stockholders Minority Shareholders Shareholder Votes Stock Purchase Agreement Acquisitions C&J Energy Change of Ownership Corporate Governance Delaware General Corporation Law Insider Trading SEC Solicitation Supplemental Disclosures Appeals Bad Faith Disclosure-Based Settlements Enforcement Actions Entire Fairness Standard Fair Market Value Injunctions Popular Representations and Warranties Revlon Standard Securities Shareholder Rights Standard of Review Trulia UK Appraisal Rights Breach of Contract Breach of Warranty Business Judgment Rule Business Litigation Business Valuations Buyouts C-Suite Executives Contract Negotiations Corwin Doctrine Damages DE Supreme Court Dilution Disclosure Due Diligence Fee-Shifting Good Faith Leveraged Buyout Material Misrepresentation Oil & Gas Pharmaceutical Industry Poison Pill Private Equity Firms Securities Fraud Securities Litigation Self-Dealing Stocks Verizon Acquisition Agreements Aiding and Abetting AIG Anti-Reliance Clauses Arbitrage Arbitration ATP Tours Books & Records Burden of Proof Business Corporation Act Business Court Division Buy-Out Agreements Buyers Bylaws CAFA Canada CEOs Change in Control China Civil Monetary Penalty Clawbacks Conflicts of Interest Consideration Contract Interpretation Contract Terms Covenant of Good Faith and Fair Dealing Criminal Conspiracy Criminal Investigations Criminal Prosecution Cy Pres Funds D&O Insurance Date of Valuation Debt Financing Dell Disclaimers Disclosure Settlement Disgorgement DOJ Dole Food Duke Energy Duty of Loyalty Earn-Outs EBITDA Escrow Accounts Expectation Damages Failure To Disclose Failure To State A Claim Fair Price Fair Valuation Fair Value Standard Fairness Standard Fee Reductions Fees Forum Selection GAAP Going-Private Transactions Hedge Funds Heinz Indemnification Interest Rates Irrebuttable Presumptions JPMorgan Chase Judicial Settlement Agreements Kraft Late Notices Legislative Agendas License Agreements Majority Shareholders Material Misstatements Merger Clause Mootness Motion to Expedite Negotiations Nextel Non-Monetary Payments Non-Signatories Omissions PayPal Permanent Injunctions Personal Benefit Personal Liability Plan of Arrangement Pleading Standards Post-Closing Money Damages Preferred Shares Prejudgment Interest Preliminary Injunctions Pricing Private Equity Privately Held Corporations Progressive Casualty Insurance Company Proposed Amendments Protective Covenants Proxy Contests Proxy Statements Public Disclosure Publicly-Traded Companies Purchase Agreement Putative Class Actions REIT Remand Restaurant Industry Reversal Royalties Scienter Section 220 Request Severance Pay Shareholder Approval Shareholder Oppression Small Business SoftBank Sothebys Sprint Squeeze-Out Mergers Standing Statutory Mergers Strategic Enforcement Plan Strategic Planning Strike Suits Subject Matter Jurisdiction Summary Judgment Surviving Entity Takeover Bids Takeover Code Target Company Tender Offers Third Point Threshold Requirements US v Newman Veto Rights Wachovia Walgreens Wells Fargo Williamson Act Young Lawyers Zales Zillow