Developments in Securities Regulation, Corporate Governance, Capital Markets, M&A and Other Topics of Interest. MORE
SEC Proposes to Amend Filing Deadlines for Schedule 13D and 13G
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Proposed CFIUS Rules Would Delay Determination with Respect to Excepted Foreign States
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Termination of Merger Agreement Prevents Suit for Breach
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Chancery Analyzes Interested Stockholder Provision of DGCL Section 203
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“Too Much Dynamite” Can Override Indemnification Limitations
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Court Finds Potentially Defective Conversion of an LLC Valid
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Court Finds Indemnification Provisions in Merger Agreement Binding on Non-Signatories
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Minnesota Court Finds Structuring of Sale Transaction Did Not Violate Duty of Good Faith and Fair Dealing
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Buyer Potentially Liable for Earnout Even Though it had Right to Operate Target in its Discretion
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