Delaware has overhauled its framework for stockholder books and records inspection rights. Amendments to Delaware General Corporation Law (DGCL) §220, enacted on March 25, 2025,1 seek to address the concern that inspection...more
AT A GLANCE -
The Delaware Chancery Court has issued a notable opinion that confirms Delaware’s position as a pro-sandbagging jurisdiction and clarifies when damages may be computed using a transaction multiple. We...more
3/19/2025
/ Acquisition Agreements ,
Breach of Contract ,
Business Litigation ,
Calculation of Damages ,
Contract Terms ,
Corporate Governance ,
Delaware ,
Merger Agreements ,
Private Equity ,
Risk Management ,
Sandbagging
On January 10, 2025, the Maryland Office of Financial Regulation (OFR) issued formal guidance asserting that assignees of residential mortgage loans—including certain “passive trusts” that acquire or obtain assignments of...more
1/22/2025
/ Financial Institutions ,
Financial Services Industry ,
Foreclosure ,
Licensing Rules ,
Maryland ,
Mortgage Lenders ,
Mortgages ,
Real Estate Transactions ,
Regulatory Requirements ,
Secondary Markets ,
State and Local Government ,
Trusts
For decades, corporate merger and acquisition deals have been plagued by meritless claims asserting, typically, that the companies and their officers and directors have provided insufficient disclosures. Courts have sought to...more