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Results: 1-10 of 11

Texas Supreme Court denies minority shareholder’s oppression claims

  • Katten Muchin Rosenman LLP
  • -
  • USA
  • -
  • June 27 2014

On June 20, the Texas Supreme Court ruled that courts are not authorized to order closely held corporations to buy out a minority shareholder's

Proposed amendments to Delaware General Corporation Law and Courts and Judicial Procedure Law

  • Katten Muchin Rosenman LLP
  • -
  • USA
  • -
  • April 25 2014

Proposed amendments to the Delaware General Corporation Law (DGCL) are being considered by the Corporation Law Section of the Delaware State Bar

Shareholder derivative suit dismissed for failure to show demand futility

  • Katten Muchin Rosenman LLP
  • -
  • USA
  • -
  • January 31 2014

The Supreme Court of the State of New York, County of New York recently dismissed a shareholder derivative suit on behalf of Travelzoo, Inc. because

Delaware legislature adopts amendments to Delaware General Corporation Law

  • Katten Muchin Rosenman LLP
  • -
  • USA
  • -
  • August 9 2013

Effective as of August 1, 2013, the Delaware legislature adopted several significant amendments to the Delaware General Corporation Law (DGCL). No

Seventh Circuit Court of Appeals rejects argument that Wisconsin corporate law is part of articles of incorporation

  • Katten Muchin Rosenman LLP
  • -
  • USA
  • -
  • May 18 2012

The U.S. Court of Appeals for the Seventh Circuit rejected the argument of a dissenting shareholder in a freezout merger that provisions of Wisconsin’s corporate law were binding contractually on a company’s founders and its investors

Indemnification extended to officer's post-employment actions

  • Katten Muchin Rosenman LLP
  • -
  • USA
  • -
  • January 13 2012

The Delaware Chancery Court granted indemnification to an officer who defended claims against him arising from representations he allegedly made before a merger, and for related conduct that occurred after that merger

Delaware Court upholds transfer of voting interests to an existing LLC member

  • Katten Muchin Rosenman LLP
  • -
  • USA
  • -
  • August 12 2011

The Delaware Court of Chancery has upheld the assignment of a Delaware limited liability company membership interest, including the voting rights associated with that interest, to an existing member of the LLC

Delaware rules on shareholder access to corporate books and records

  • Katten Muchin Rosenman LLP
  • -
  • USA
  • -
  • August 20 2010

Shareholder Westland Police & Fire Retirement System brought an action under Section 220 of the Delaware General Corporate Law to review the books and records of Axcelis Technologies, Inc

Seventh Circuit affirms dismissal of Securities Exchange Act, section 14(a) claim

  • Katten Muchin Rosenman LLP
  • -
  • USA
  • -
  • April 10 2009

The Seventh Circuit has upheld a lower court’s dismissal of a claim under section 14(a) of the Securities Exchange Act, finding that plaintiff failed adequately to allege that there were misrepresentations in a proxy statement issued during a bidding war for a real estate investment trust

Plaintiff adequately pleaded defendants’ failure to disclose material facts

  • Katten Muchin Rosenman LLP
  • -
  • USA
  • -
  • August 8 2008

A federal district court denied in part defendants’ motion to dismiss a putative shareholder class action complaint filed against a corporation and its directors and officers based upon alleged omissions and misrepresentations in a proxy statement relating to a shareholder vote on a merger transaction pursuant to which the company would be sold