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Fried Frank Harris Shriver & Jacobson LLP

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SEC Provides No-Action Relief and Updated Guidance on Conflict Minerals Rule

USA - April 17 2017 On April 7, 2017, the SEC's Division of Corporation Finance and Acting Chairman Michael S. Piwowar issued statements providing updated guidance

Court of Chancery Notes Uncertainty Whether Unocal Heightened Scrutiny Applies in Corwin Stockholder-Approved TransactionsParamount Gold & Silver

USA - April 19 2017 In Paramount Gold and Silver Stockholders Litigation (April 13, 2017), the shareholder-plaintiffs claimed that the directors of Paramount Gold and

Unusual Facts Preclude “Cleansing” of Stockholder-Approved Merger, But the Power of Corwin Continues Saba Software

USA - April 12 2017 Saba Software, Inc. Stockholder Litigation (March 31, 2017) is the first case that we are aware of in which the Delaware Court of Chancery has

UK taxation of carried interest: long-awaited draft HMRC guidance circulated

United Kingdom - October 24 2016 Following the introduction of various complex new rules on the UK taxation of carried interest over the last 18 months (see here and here for previous

French decree requires government approval for foreign investments in strategic business sectors

France - October 3 2012 On December 30, 2005, the French government issued a decree listing eleven business sectors in which the French Ministry of Economy (“MINEFI”) has the right to monitor and restrict foreign investments in France (the “Decree”

ERISA Fiduciary Rule: Some Quick Action Items

USA - April 24 2017 Following a presidential memorandum directing the U.S. Department of Labor to re-examine the ERISA Fiduciary Rule, the DOL recently extended the

Court of Chancery Notes Uncertainty Whether Unocal Heightened Scrutiny Applies in Corwin Stockholder-Approved TransactionsParamount Gold & Silver

USA - April 19 2017 In Paramount Gold and Silver Stockholders Litigation (April 13, 2017), the shareholder-plaintiffs claimed that the directors of Paramount Gold and

SEC Provides No-Action Relief and Updated Guidance on Conflict Minerals Rule

USA - April 17 2017 On April 7, 2017, the SEC's Division of Corporation Finance and Acting Chairman Michael S. Piwowar issued statements providing updated guidance

Unusual Facts Preclude “Cleansing” of Stockholder-Approved Merger, But the Power of Corwin Continues Saba Software

USA - April 12 2017 Saba Software, Inc. Stockholder Litigation (March 31, 2017) is the first case that we are aware of in which the Delaware Court of Chancery has

Delaware Supreme Court Applies “Entire Fairness” to An MLP Conflict Transaction and A Lower Bar to “Bad Faith” ClaimsBut Decision Is Likely to Have Limited Impact Brinckerhoff v. Enbridge Energy

USA - April 5 2017 In Brinckerhoff v. Enbridge Energy, the Delaware Supreme Court (March 20, 2017) reversed the Court of Chancery's dismissal of an MLP investor's