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Reducing the Costs and Administrative Burdens of an M&A Transaction through a State “Fairness Hearing”
  • Hunton Andrews Kurth LLP
  • USA
  • March 14 2017

Whenever a bank holding company issues its stock in a merger, it must register the stock issuance with the Securities and Exchange Commission (SEC)

The DOL Fiduciary Duty Rule: Impact on Cash Solicitors for Advisory Firms
  • Greenberg Traurig LLP
  • USA
  • September 21 2016

Under Rule 206(4)-3, adopted by the U.S. Securities and Exchange Commission pursuant to the Investment Advisers Act of 1940 (and under a number of

Fidelity Prevails In ERISA Float Litigation
  • Proskauer Rose LLP
  • USA
  • July 29 2016

The First Circuit joined the Eighth Circuit in finding that Fidelity’s practice of earning overnight “float” interest on the cash paid out to 401(k)

“Golden Leash” Disclosure
  • Winston & Strawn LLP
  • USA
  • July 22 2016

When an investor has the right to appoint one of its employeespartners to the board of a corporation, and the investor provides a separate

Nasdaq requires listed companies to disclose payments by third parties to directors and director nominees
  • Freshfields Bruckhaus Deringer
  • USA
  • July 12 2016

The Nasdaq Stock Market LLC (Nasdaq) has adopted new rules that require Nasdaq-listed companies to disclose compensation or other payments...

New York LLC derivative suit fails for so many reasons
  • Stoel Rives LLP
  • USA
  • November 14 2011

Judge Karas thoroughly dissects the plaintiff’s derivative and other claims in Cordts-Auth v. Crunk, LLC, No. 09-CV-8017, 2011 U.S. Dist. LEXIS 109600 (S.D.N.Y. Sept. 27, 2011).

Delaware Chancery Court upholds “sign and consent”
  • King & Spalding LLP
  • USA
  • November 9 2011

On September 30, 2011, Vice Chancellor Noble issued an opinion in In re OPENLANE, Inc. Shareholders Litigation1 that reiterated the permissibility of using a “sign and consent” structure for obtaining stockholder approval of a merger.

ERISA exemption for investment advice: 2011 final regulations
  • Dechert LLP
  • USA
  • November 9 2011

The U.S. Department of Labor (“DOL”) on October 25, 2011 issued a final rule implementing the ERISA statutory exemption from the prohibited transaction rules for providers of investment advice to benefit plan participants and individual retirement accounts, enacted under the Pension Protection Act of 2006 (“PPA”).

ASIC releases new financial requirements for responsible entities
  • Herbert Smith Freehills LLP
  • Australia
  • November 8 2011

12-month rolling cash flow projections will be required.

Plaintiffs adequately alleged that defendant's conduct was a plausible cause of some of its loss
  • Kelley Drye & Warren LLP
  • USA
  • September 14 2011

Clark Hofer was an AnchorBank employee.