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In this edition, we review a number of topical subjects spanning a range of industries and legal practice areas.

Directors and officers of foreign private issuers organized and headquartered in Israel or any other foreign jurisdiction in the geographical region directly affected...

Welcome to the Q1/Q2 2019 edition of our Mergers & Acquisitions newsletter – The Ropes Recap. This includes contributions from over 50 deal professionals from around the globe.

The U.S. Department of Justice Antitrust Division ("DOJ") announced that it is investigating director interlocks with a specific focus on "accounting for modern corporate structures."

The U.S. Federal Trade Commission has issued the 2015 adjustments to the Hart-Scott-Rodino ("HSR") Act thresholds, which are used to determine when a transaction triggers premerger reporting requirements.

The New York Supreme Court recently ruled that under the COVID-19 emergency amendments to the New York Not-for-Profit Corporation Law (N-PCL)

While the Securities and Exchange Commission ("SEC") is currently focused on maintaining orderly markets, and extending exemptions from reporting and delivery requirements for entities affected by the coronavirus.

Effective August 1, 2009, Delaware has amended section 145(f) of the Delaware General Corporation Law to address the problem created by the Delaware Chancery Court's recent decision in Schoon v. Troy Corp., 948 A.2d 1157 (Del. Ch. 2008).

In it's April 26, 2023 opinion in Ontario Provincial Council of Carpenters' Pension Trust Fund v. Walton, the Delaware Court of Chancery provides a cautionary lesson for corporate boards and their counsel on the risks over sharply limiting the scope of responses to shareholder demands for information.

In a November 9 letter decision, Vice Chancellor Will denied a motion filed by a company's former directors to obtain its privileged information.

In this episode of the Above Board podcast, Morrison Foerster partner and host Dave Lynn speaks with partners James Koukios, former Senior Deputy Chief of the DOJ Criminal Division's

Regardless of whether a corporate official seeks advancement or indemnification, such individual may only recover those expenses that have been "actually and reasonably incurred."

This week, another shareholder derivative suit was dismissed based on a forum selection clause contained in the company's bylaws.

As I previously wrote about in an article for Bloomberg Law, activists have generally not been successful in getting meaningful relief from Delaware courts when it comes to advance notice bylaw challenges.

"Boards supervise while management manages". This governance principle is re-emphasised by the MOCI in its recent decision no. 201/2016 relating to the Boards of public joint stock companies.

Stephanie Resnick recently participated in a Q&A session with Patricia O'Connell of Advisen Risk Network.

A California case cautions buyers and their officers and directors when an acquisition could have a material negative impact on a key technology license.

As noted in yesterday's post, Secretary of State Shirley N. Weber is asking U.S. District Court Judge R. Gary Klausner to dismiss a challenge to California's board quota statutes.