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Recent Delaware case addresses board duties in merger situation

  • Kelley Drye & Warren LLP
  • -
  • USA
  • -
  • January 14 2015

When a Delaware company is for sale, its Board of Directors has various responsibilities in navigating the selling process. Among those

Delaware corporate law and litigation: what happened in 2014 and what it means for you in 2015

  • DLA Piper LLP
  • -
  • USA
  • -
  • January 12 2015

Delaware has long been known as the corporate capital of the world, and it is now the state of incorporation for 66 percent of the Fortune 500 and

Managing litigation risk: critical questions for private equity professionals serving on portfolio company boards

  • Proskauer Rose LLP
  • -
  • USA
  • -
  • January 9 2015

Private equity funds, and individuals affiliated with fund sponsors, are increasingly being named as defendants in lawsuits involving their portfolio

Securities and corporate governance litigation quarterly - January 8, 2015

  • Seyfarth Shaw LLP
  • -
  • USA
  • -
  • January 8 2015

On December 10, 2014, the Second Circuit decided United States v. Newman, which vacated the convictions against two hedge fund managers Anthony

Delaware Court of Chancery holds that a 17.3 stockholderCEO may be a controlling stockholder

  • Paul, Weiss, Rifkind, Wharton & Garrison LLP
  • -
  • USA
  • -
  • December 11 2014

In In re Zhongpin Inc. S'holders Litig., the Delaware Court of Chancery denied motions to dismiss breach of fiduciary duty claims against an alleged

Delaware chancery court highlights potential liability of target company directors for material misrepresentations in mergers

  • Kaye Scholer LLP
  • -
  • USA
  • -
  • December 10 2014

In a recent opinion, Great Hill Equity Partners IV, LP v. SIG Growth Equity Fund I, LLLP, the Delaware Court of Chancery declined to dismiss claims

Affirmation of business judgment rule in going private deals could insulate companies against costly litigation

  • Kaye Scholer LLP
  • -
  • USA
  • -
  • November 24 2014

On November 20, 2014, the New York Appellate Division for the First Department upheld the dismissal of an action brought by minority shareholders

Delaware Court of Chancery applies business judgment rule to directors who approve merger supported by large shareholders

  • Reed Smith LLP
  • -
  • USA
  • -
  • November 20 2014

In its October 24, 2014, decision in In re Crimson Exploration Inc. Stockholder Litigation, C.A. No. 8541, the Delaware Court of Chancery confirmed

M&A and Corporate Governance Newsletter-Fall 2014

  • Kaye Scholer LLP
  • -
  • USA
  • -
  • November 18 2014

On November 4, 2014, the district court in Allergan, Inc. v. Valeant Pharmaceuticals Int'l, Inc., Case No. SACV 14-1214 (C.D. Cal.) ruled on

Delaware Chancery requires payment of merger consideration to dissenting stockholder after expiration of appraisal period

  • Katten Muchin Rosenman LLP
  • -
  • USA
  • -
  • November 14 2014

The Delaware Court of Chancery recently dismissed corporate mismanagement and breach of fiduciary duty claims filed by a dissenting stockholder, but