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Davies Ward Phillips & Vineberg LLP

Governance Insights: Dual Fiduciaries – A Cautionary Tale for Nominee Directors

The latest edition of Davies’ Governance Insights is now available. In this issue, we review the Manti Holdings decision from Delaware. For boards, nominees and nominating shareholders, the decision is a reminder of the...more

Bradley Arant Boult Cummings LLP

Hodl or Fold? The Insurance and Liability Minefield of Bitcoin for Business

Cryptocurrency isn’t just for tech startups and X (formerly Twitter) enthusiasts anymore. Mainstream corporations are increasingly forced to consider Bitcoin—the undisputed “king” of crypto—and other investments into digital...more

Foley Hoag LLP

Shareholders' Agreement: Caution When Drafting Drag Along Provisions

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“Drag along” provisions are frequently included in shareholders’ agreements. Whenever an offer for all (or a high proportion) of a company's share capital is accepted by a majority (as determined by the shareholders’...more

BCLP

Delaware Chancery Court Decision Highlights Risks of Liability for Directors in SPAC Deals

BCLP on

A recent Delaware Chancery Court decision highlights the liability risks faced by directors and sponsors of special purpose acquisition companies (“SPACs”) and the importance of robust disclosure in protecting against those...more

White & Case LLP

In Re Boeing Decision Underscores Need for Risk-Based Corporate Governance by Directors

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Following enforcement actions imposing corporate criminal or civil liability, shareholders often bring derivative actions seeking to hold directors liable for related compliance failures by alleging they breached their...more

Latham & Watkins LLP

Acquiring a US Public Company: An Overview for the Acquirer

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This guide summarizes certain considerations for a non-US acquirer considering an acquisition of a publicly traded US-based company in a negotiated (i.e., friendly) transaction. In addition to market dynamics and business...more

Katten Muchin Rosenman LLP

Corporate and Financial Weekly Digest - Volume IX, Issue 34

In this issue: - Oregon State Court Refuses to Enforce Forum Selection Bylaw - SEC Announces Pilot Program to Widen Tick Sizes for Smaller Companies - NFA Issues Notice Setting Effective Date for Risk...more

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