CBS-NAI Dispute
Lessons Learned from the CBS-NAI Dispute: Rights of Board Members to Access Privileged Communications with Company CounselLessons From the CBS-NAI Dispute: Who is an "Independent" Director in the Context of a Controlled CompanyLessons from the CBS-NAI Dispute: When (If Ever) Will the Court of Chancery Grant a TRO To Restrain a Controlling Stockholder From Taking Action to Prevent a Board From Diluting Its Voting Control?
Delaware Law
Delaware Court of Chancery Finds Buyer Failed to Use Commercially Reasonable Efforts in Pharma Milestone Payment CaseDelaware Chancery Court Finds Private Equity Sponsor’s Tax Receivable Agreement Potentially Led to Conflicted Sale ProcessDelaware Supreme Court Provides Important Guidance on Application of MFW Framework to Controlling Stockholder Transactions
ESG
Green Bonds and Global Pledges: Unpacking COP28’s ImpactDistrict Court Holds Missouri’s “Anti-ESG” Rules are Preempted by Federal Law, Violate First Amendment, and are Unconstitutionally Vague[1]SEC’s Final Climate-Related Disclosure Rules: A Closer Look at the Climate Note to Audited Financial Statements
Merger Litigation
Delaware Supreme Court Provides Important Guidance on Application of MFW Framework to Controlling Stockholder TransactionsNew Delaware Ruling Highlights Unintended Consequences of Excluding Officers from Fiduciary Duty WaiversSweeping Changes to Premerger (HSR) Process in the United States Proposed by Enforcement Agencies
Venture Capital
Germany Strengthens Corporate Social Responsibility in Supply ChainsVenture Capital Investing: New NVCA Models, and New Challenges for Foreign Investors in Early-Stage U.S. CompaniesGuidance on Navigating the Atlassian Term Sheet: Understanding the Substantive Implications Behind the Virtues of Standardization in M&A