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  • Article

    10th Circ.'s Securities Fraud Reading May Be Too Broad

    Partner Peter Morrison, counsel Virginia Milstead and associate Raza Rasheed review the U.S. Court of Appeals for the Tenth Circuit's ruling in Malouf v. SEC.
    United StatesCorporate/Commercial Law
    Skadden, Arps, Slate, Meagher & Flom LLP
    Skadden, Arps, Slate, Meagher & Flom LLP
  • Article

    Advancement Claim Denied By Court Of Chancery

    The Court interpreted the phrase "related to the fact" in the indemnification agreement at issue as analogous to "by reason of the fact" – language which is used under Section 145 of the Delaware General Corporation Law...
    United StatesCorporate/Commercial Law
    Pierson Ferdinand LLP
    Pierson Ferdinand LLP
Article

Advancement For Intervention Permitted

Not uncommonly, a former director or officer of a Delaware corporation will bring a claim for advancement against the company to defend his or herself in a lawsuit arising "by reason of the fact" that he or she was or director of officer, under Section 145 of the DGCL.
United StatesCorporate/Commercial Law
Pierson Ferdinand LLP
Pierson Ferdinand LLP
  • Article

    ALERT: Corporate Transparency Act Update

    As Dilworth Paxson advised our clients, on December 26, 2024, the full Fifth Circuit Court reversed a three-judge panel of the U.S. Court of Appeals for the Fifth Circuit...
    United StatesCorporate/Commercial Law
    Dilworth Paxson LLP
    Dilworth Paxson LLP
  • Article

    Appraisal Proceedings: Interest Included In Calculation

    Under Section 262 of the Delaware General Corporation Law ("DGCL"), the Court is authorized to add simple or compound interest to the appraised value to a dissenting shareholder.
    United StatesCorporate/Commercial Law
    Pierson Ferdinand LLP
    Pierson Ferdinand LLP
  • Video

    Ask The Expert Series: Enforcement Considerations For Prediction Markets (Video)

    This episode of Ask the Expert, part of AIMA’s focused series on key regulatory topics, explores the rapidly evolving enforcement landscape surrounding prediction markets.
    United StatesCorporate/Commercial Law
    Proskauer Rose LLP
    Proskauer Rose LLP
  • Article

    Books And Records Request – Valuation As Proper Purpose

    The Court of Chancery's recent decision of In re: New Media Books and Records Action, C.A. No. 9984-VCN (Del. Ch. Dec. 23, 2015) demonstrates the Court's reluctance to grant books and records inspection...
    United StatesCorporate/Commercial Law
    Pierson Ferdinand LLP
    Pierson Ferdinand LLP
  • Article

    Broker-Dealer Record Keeping Requirements

    Registered broker-dealers (BDs) are subject to a variety of recordkeeping requirements that are promulgated and enforced by the U.S. Securities and Exchange Commission (Commission or SEC), the various states, and self-regulatory agencies such as the Financial Industry Regulatory Authority (FINRA).
    United StatesCorporate/Commercial Law
    Fox Rothschild LLP
    Fox Rothschild LLP
  • Article

    Chancery Denies Expedition of Discovery In Shareholder Litigation Action

    The Court of Chancery has discretion to expedite a proceeding if the circumstances so warrant. The Court recently ruled on a request for expedition in the case of In re The Williams Companies, Inc. Stockholder Litigation.
    United StatesCorporate/Commercial Law
    Pierson Ferdinand LLP
    Pierson Ferdinand LLP
  • Article

    Confidentiality Agreements Discussed In Section 220 Demand Decision

    Often times, it is necessary for a stockholder to enter into a confidentiality agreement to view a corporation’s books and records.
    United StatesCorporate/Commercial Law
    Pierson Ferdinand LLP
    Pierson Ferdinand LLP
  • Article

    Conflicting Views As To The Unfinished Business Doctrine

    I, along with Tara McGuire, an associate here at Stoll Keenon Ogden, have recently published in the Texas Journal of Business Lawan article titled Conflicting Views as to the Unfinished Business Doctrine.
    United StatesCorporate/Commercial Law
    Stoll Keenon Ogden PLLC
    Stoll Keenon Ogden PLLC
  • Article

    Corporate Transparency Act Reporting Requirements Back On Hold

    On December 26, 2024, the merits panel of the Fifth Circuit Court of Appeals vacated the stay of the district court's preliminary injunction enjoining enforcement of the Corporate Transparency Act...
    United StatesCorporate/Commercial Law
    Hinman, Howard & Kattell, LLP
    Hinman, Howard & Kattell, LLP
  • Article

    Corporate Transparency Act Ruled Unconstitutional By Alabama Federal District Court

    On March 1, the Federal District Court for the Northern District of Alabama issued its decision in National Small Business United d/b/a National Small Business Association et al. v. Janet Yellen...
    United StatesCorporate/Commercial Law
    Taft, Stettinius & Hollister LLP
    Taft, Stettinius & Hollister LLP
  • Article

    Corwin Opinion Applies Business Judgment Standard Of Review To Merger Transaction Approved By Informed, Disinterested Stockholders

    The Delaware Supreme Court in Corwin v. KKR Financial Holdings LLC, No. 629, 2014, has recently issued an opinion of substantial import in connection with the standard of review...
    United StatesCorporate/Commercial Law
    Pierson Ferdinand LLP
    Pierson Ferdinand LLP
  • Article

    Creditors Attacking The Trust

    Twenty years ago, in the spring of 2000, the Colorado Supreme Court released its decision in Lagae v. Lackner. The decision rejected a creditor's attack on a valuable Colorado ranch.
    United StatesCorporate/Commercial Law
    Lewis Roca
    Lewis Roca
  • Article

    Crowdfunding Intermediaries

    On April 5, 2012, the Jumpstart Our Business Startups Act (the JOBS Act) was enacted. Consistent with its name, the JOBS Act sought to help small businesses and start-ups get off the ground and on a path toward success.
    United StatesCorporate/Commercial Law
    Fox Rothschild LLP
    Fox Rothschild LLP
  • Article

    Derivative Complaint Dismissed For Lack Of Supporting Factual Allegation – Books And Records Request Should Be Used To Develop Facts

    In the recent decision of The Joseph Penar Family Trust v. Adams, C.A. 10441-VCG (Del. Ch. Apr. 28, 2016), Vice Chancellor Glasscock dismissed a derivative complaint for lack of supporting allegations.
    United StatesCorporate/Commercial Law
    Pierson Ferdinand LLP
    Pierson Ferdinand LLP
  • Article

    Escalating Risks For Directors And Officers In Shareholder Derivative Actions

    First, two of the largest shareholder derivative action settlements in history—$275 million and $154 million—recently occurred.
    United StatesCorporate/Commercial Law
    Fox Rothschild LLP
    Fox Rothschild LLP
  • Article

    Fees Granted To Unsuccessful Objecting Party To Merger Litigation Settlement

    In the recent decision of In re Riverbed Technology Inc. Stockholders Litig., the Court of Chancery granted fees to an unsuccessful objecting party to a settlement involving litigation pertaining to a merger deal.
    United StatesCorporate/Commercial Law
    Pierson Ferdinand LLP
    Pierson Ferdinand LLP
  • Article

    Fifth Circuit Denies FTC Stay: Pre‑2025 HSR Form Back In Effect

    Today, the 5th Circuit Court of Appeals denied the FTC’s request for a stay pending appeal of the district order striking down the new HSR form. The old form - the simpler and less burdensome form that was in effect...
    United StatesCorporate/Commercial Law
    Herbert Smith Freehills Kramer LLP
    Herbert Smith Freehills Kramer LLP
  • Showing 821–840 of 34884 results

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