Fiduciary Duty, Acquisitions, Appeals

Adverse Possession in a Closely Held Company? ‘Stash’ This One Away

DarrowEverett LLP on 5/14/2024

Imagine for a moment that you’re a shareholder in a closely held corporation. In most jurisdictions, that status as a shareholder obligates you to a heightened fiduciary duty to your fellow shareholders. Now imagine that your...more

Delaware Supreme Court Affirms Judgment In Favor Of Defendant On The Basis Of Plaintiffs' Failure To Prove Damages

A&O Shearman on 5/22/2019

On May 16, 2019, the Supreme Court of Delaware affirmed a judgment by Vice Chancellor J. Travis Laster of the Delaware Court of Chancery in favor of Potomac Capital Partners II, LP on claims by shareholder plaintiffs that the...more

2018 Half-year in review: M&A legal and market developments

White & Case LLP on 1/11/2019

We set out in the attached Newsletter a number of interesting English court decisions and market developments which have taken place in the second half of 2018 and their impact on M&A transactions. This review looks at these...more

‘Partial and Elliptical Disclosures’ May Preclude Corwin Doctrine

Skadden, Arps, Slate, Meagher & Flom LLP on 11/29/2018

Under Corwin v. KKR Financial Holdings LLC1 and its progeny, “when disinterested, fully informed, uncoerced stockholders approve a transaction absent a looming conflicted controller,” the irrebuttable business judgment rule...more

Inside the Courts – An Update From Skadden Securities Litigators - September 2018

Skadden, Arps, Slate, Meagher & Flom LLP on 9/28/2018

This quarter’s issue includes summaries and associated court opinions of selected cases principally decided between May 2018 and August 2018.... US Supreme Court - Supreme Court Holds That SEC Administrative Law Judges...more

Federal Circuit Rules that Starr International Lacks Standing to Pursue Class Claims Stemming from the U.S. Government’s...

Mintz - Securities Litigation Viewpoints on 5/24/2017

On May 9, 2017, the U.S. Court of Appeals for the Federal Circuit (“Federal Circuit”) affirmed in part and reversed in part an earlier decision from the U.S. Court of Federal Claims, which had held that aspects of the...more

First Department Adds Two New Factors to New York’s Standard of Review for Non-Monetary Settlements of Shareholder Class Actions

Patterson Belknap Webb & Tyler LLP on 2/13/2017

On February 2, 2017, the Appellate Division, First Department issued a unanimous decision in Gordon v. Verizon Communications, Inc., No. 653084/13, 2017 BL 31251 (1st Dep’t Feb. 2, 2017) that may have significant consequences...more

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