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Results: 1-10 of 270

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

Hidden employment reef awaiting captains of commerce?

  • DLA Piper LLP
  • -
  • USA
  • -
  • November 13 2014

When a company is acquired in a stock sale, its shareholders are routinely required to sign what is known as a Letter of Transmittal ("LOT"

Quasi-California Corporations - the application of California’s long-arm statute in mergers and acquisitions

  • Locke Lord LLP
  • -
  • USA
  • -
  • October 29 2014

California Corporations Code Section 2115 sets forth a "long-arm statute" which requires corporations incorporated outside of California, but with

Delaware Court of Chancery rejects controlling stockholder claims and applies business judgment rule to merger suits

  • Katten Muchin Rosenman LLP
  • -
  • USA
  • -
  • October 24 2014

In In re KKR Financial Holdings LLC Shareholder Litigation, C.A. No. 9210 (Del. Ch. Oct. 14, 2014), the Delaware Court of Chancery dismissed a

Chancery Court orders financial advisor to pay millions in damages for aiding and abetting breach of fiduciary duty

  • Cadwalader Wickersham & Taft LLP
  • -
  • USA
  • -
  • October 13 2014

On October 10, 2014, Vice Chancellor Travis Laster ruled that RBC Capital was liable to the former stockholders of RuralMetro Corporation for $75.8