If enacted, the amendments would significantly impact the risk-benefit considerations for public and private companies contemplating reincorporation or going public in a different jurisdiction. ...more
2/25/2025
/ Acquisitions ,
Business Entities ,
Capital Markets ,
Controlling Stockholders ,
Corporate Governance ,
Delaware General Corporation Law ,
Initial Public Offering (IPO) ,
Jurisdiction ,
Mergers ,
Privately Held Corporations ,
Proposed Amendments ,
Publicly-Traded Companies
Buyers in M&A transactions should consider a number of due diligence items in response to COVID-19 and the governmental response thereto.
As parties pursue mergers and acquisitions transactions during, and in the wake of,...more
Delaware Supreme Court’s ruling provides additional grounds for dismissal in post-closing stockholder litigation regarding mergers that are not subject to entire fairness review.
Introduction -
Clarifying a...more
Delaware Court of Chancery applies entire fairness review to a take-private merger with a controlling stockholder, despite approval by a special committee and a majority-of-the-minority, and holds that disclosure claims may...more