Securities Mergers & Acquisitions Business Torts

Fiduciary Duty Mergers Shareholder Litigation Board of Directors Breach of Duty Shareholders Acquisitions Controlling Stockholders Business Judgment Rule Class Action Corporate Counsel Derivative Suit SEC Insider Trading Aiding and Abetting Standard of Review DE Supreme Court Delaware General Corporation Law Appeals Corporate Governance Settlement Corporate Officers Enforcement Actions Securities Fraud Securities Litigation Directors Disclosure-Based Settlements Entire Fairness Standard Publicly-Traded Companies Merger Agreements Shareholder Rights Conflicts of Interest Dismissals Minority Shareholders Pleading Standards Pleadings Popular Proxy Statements Securities Exchange Act Appraisal Dodd-Frank Financial Adviser Going-Private Transactions Professional Liability Scienter Shareholder Votes Tender Offers Appraisal Rights Bylaws Common Stock Disclosure Requirements Duty of Loyalty Fraud Standing Bad Faith Buyouts Forum Selection Self-Dealing Statute of Limitations Trulia Books & Records Breach of Contract Demand Futility Disclosure Exculpatory Clauses Executive Compensation MFW Misrepresentation Mootness Motion to Dismiss Preferred Shares Private Equity Revlon Standard Stocks Whistleblowers Acquisition Agreements Canada Class Certification Corporate Sales Transactions Covenant of Good Faith and Fair Dealing D&O Insurance Damages Dell Duty to Disclose ERISA Fair Market Value Illegal Tipping Investors Leveraged Buyout Personal Liability Preliminary Injunctions SCOTUS Shareholder Activism Statute of Repose Supplemental Disclosures UK Attorney's Fees Auditors Beneficial Owner China Contract Terms Cybersecurity Disclosure Settlement DOJ Dole Food Due Diligence Enforcement Failure To Disclose Fairness Standard False Statements Fee-Shifting Foreign Corporations FTC Hart-Scott-Rodino Act Hedge Funds Independent Directors Injunctions Multidistrict Litigation Omissions Parent Corporation Remedies Reversal Reverse Mergers Revlon Securities Special Committees Stock-for-Stock Merger Target Company Verizon Young Lawyers Abuse of Discretion Apple Broker-Dealer Bundling Rules Burden of Proof Buyers C-Suite Executives Causation Celera Civil Monetary Penalty Class Representatives Compliance Confidential Information Contract Disputes COOs Derivative Complaint Derivatives Dilution Due Care Duty of Care EU Fair Value Standard FINRA Food Manufacturers Freeze-Out Mergers Good Faith Indemnification Independent Boards Initial Public Offerings Insolvency Insurance Industry Joint and Several Liability Limited Partnerships Listing Standards Loss Causation Market Abuse Master Limited Partnerships Material Misstatements Oil & Gas Omnicare Opt-Outs Personal Benefit Pharmaceutical Industry Plainly Material Standard PLSRA Ponzi Scheme Pre-Merger Filing Requirements PSLRA Regulation D Representations and Warranties RMBS Rule 10b-5 Sale of Assets Sarbanes-Oxley Say-on-Pay Sellers Shareholder Approval Shareholder Demands Sothebys Standstill Agreements Stock Purchase Agreement Subsidiaries Summary Judgment Take-Private Transactions Takeovers The Clayton Act Third Point UK Supreme Court Unfair Dealing Venture Capital Walgreens 10b5-1 Plans Accounting Acquisition Finance Administrative Proceedings Agency Deference Agreement To Negotiate Alberta Securities Commission Allergan Inc Ambiguous Amended Complaints Annual Reports Antitrust Litigation Antitrust Provisions Arbitrage Arbitration Articles of Association Asset Management Asset Valuations Assignments Attorney Malpractice Attorney-Client Privilege Auction Audits Bank of America Bank of New York (BNY) Mellon Beats Electronics Best Interest Standard Bitcoin Business Corporation Act Business Court Business Valuations Buy-Out Agreements CalPERS CalPERS v ANZ Securities Capital Contributions Cease and Desist Cease and Desist Orders CEOs Certifications CFTC Chadbourne & Parke LLP v Troice Change of Ownership Charter Communications CIGNA Closely Held Businesses Closing Documents Coercion Commercial Bankruptcy Commercial Leases Committee Meetings Companies Law Company Law Conflicts Committee Consideration Constitutional Challenges Contract Drafting Contract Interpretation Corporate Dissolution Corporate Liability Corporate Management Corwin Doctrine Creditors Criminal Prosecution Cross-Border Transactions Cyber Incident Reporting Data Breach Data Mining Debt Collection Debtors Detrimental Reliance Direct Suit Disclaimers Dismissal With Prejudice Disparate Impact Dissenters Rights Dollar Tree Don't Ask - Don't Waive Drop-Down Transactions Duke Energy Duty of Prudence Earn-Outs eBay Employee Shareholders Energy Sector Engagement Letters Equitable Tolling ESOP Estoppel Ethics Breach Ex Parte Excessive Fees Exclusive Forum Exhaustion Doctrine Facebook Fair Price FBI Federal Reserve Fee Awards FFIEC FHFA Filing Fees Financial Conduct Authority (FCA) Financial Institutions Financial Regulatory Reform Financial Reporting Financing FinCEN Foreign Issuers Form D Filing Fraudulent Transfers Full Faith and Credit GAAP Gelboim v Bank of America General Solicitation Gerber Goldman Sachs Gross Negligence Halliburton Halliburton v Erica P. John Fund Healthcare Heinz HKEx Honest Belief Defense Hong Kong Hong Kong Securities and Futures Commission (HKSFC) Hostile Takeover Inadvertent Errors Incentive Compensation Incentive Stock Options Incentives Indemnification Clauses Independent Director Information Reports Insider Breach Interlocking Directorate Investment Banks Investment Company Act of 1940 Investment Portfolios Judicial Appointments Judicial Review Jurisdiction Kickbacks Landlords Lehman Brothers Libor Life Sciences Limited Liability Company (LLC) MA Supreme Judicial Court Majority Shareholders Market Manipulation Mary Jo White Material Disclosures Material Misrepresentation Materiality Member State Merrill Lynch Misclassification Mootness Fee Applications Morgan Stanley Mortgage-Backed Securities Motion To Stay Negotiations NFA No-Action Letters NV Supreme Court NYSE OCC Omnicare v Laborers District Council Ontario Securities Commission (OSC) Oral Contracts Organic Partnership Agreements Payday Loans Penalties Pet Smart Plan of Arrangement Poison Pill Post-Closing Money Damages Principal Place of Business Privately Held Corporations Proxies Proxy Materials Proxy Put Proxy Solicitations Purchase Agreement Purchase Price Rating Agencies Reaffirmation Referendums Registration Statement Release Agreements Reporting Requirements Repudiation Rescission Restitution Restrictive Covenants Reverse Stock Splits Reverse Triangular Mergers Right of FIrst Refusal Rule 11 Russia Sales Sanctions Schedule 13D Schedule 14D-9 Scheme of Arrangement SEC v Payton Section 10(b) Securities Act of 1933 Securities Violations Severance Pay Share Classes Shared Responsibility Rule Shareholder Oppression Shareholders' Agreements Short-Form Mergers SIPC Size of Persons Test Size of Transaction Test SLUSA Smithfield Foods Sovereign Debt Sprint Standard Contractual Clauses State of Incorporation Stock Deals Stock Exchange Stock Repurchases Strike Suits Swap Dealers Swaps Takeover Bids Technology Technology Sector Telecommunications Tenants Threshold Requirements Time Warner Cable Tippees Too Big to Fail Tortious Interference Totality of Circumstances Test Transfer of Assets Transfers Trials UK Brexit Undervalue Transfers Unfair Labor Practices Vacated Venue Virtual Currency Vodafone Voting Securities Waiver of Liability Wal-Mart Waste Websites Whistleblower Protection Policies White Collar Crimes Williamson Act Wire Fraud Witnesses Zillow