On June 11, 2025, the Delaware Court of Chancery found Alexion Pharmaceuticals liable for more than $180 million in damages to former stockholders of Syntimmune, Inc., following the Court’s September 2024 ruling that Alexion...more
6/19/2025
/ Biotechnology ,
Breach of Contract ,
Clinical Trials ,
Commercially Reasonable Efforts ,
Contract Disputes ,
Contract Terms ,
Damages ,
Life Sciences ,
Merger Agreements ,
Mergers ,
Pharmaceutical Industry
In February 2025, the Delaware General Assembly introduced legislation to significantly amend Section 144 of the Delaware General Corporation Law (DGCL) to improve the legal framework surrounding transactions involving...more
4/2/2025
/ Board of Directors ,
Conflicts of Interest ,
Controlling Stockholders ,
Corporate Governance ,
Delaware General Corporation Law ,
Fiduciary Duty ,
New Legislation ,
Proposed Amendments ,
Safe Harbors ,
Securities Regulation ,
Shareholders
On February 23, 2024, the Delaware Court of Chancery issued a decision in a class action lawsuit (West Palm Beach Firefighters’ Pension v. Moelis & Co.) that concluded most of the control provisions in a stockholder agreement...more
- Representations and Warranties Insurance (RWI) policies have been prominent over the last decade, but there are few court cases regarding coverage disputes. But this type of litigation appears to be on the rise in the court...more
On July 9, 2021, the Delaware Court of Chancery (Slights, V.C.) issued an opinion in Bardy Diagnostics, Inc. v. Hill-Rom, Inc., No. 2021-0175-JRS, concluding that the requirements of a “material adverse effect” (“MAE”) clause...more
With the continued disruptions to businesses and the economy generally resulting from the COVID-19 pandemic, the legal landscape is continually changing, and insurance is no exception. Since the beginning of the outbreak,...more
4/15/2020
/ Business Interruption ,
Business Losses ,
Coronavirus/COVID-19 ,
Denial of Insurance Coverage ,
Infectious Diseases ,
Insurance Claims ,
Insurance Industry ,
Insurance Litigation ,
Policy Exclusions ,
Policy Terms ,
Proposed Legislation
Over the past several weeks, the novel coronavirus (COVID-19) has upended the marketplace and imposed upon industries, companies, and their workforce new and often unanticipated challenges and delays. Many deal and...more
Businesses in the United States and around the world are undergoing a fundamental and unprecedented disruption as a result of the coronavirus pandemic (COVID-19). State governments have issued “shelter-in-place” and...more
Representations and Warranties Insurance Policies – Lessons from the Claims Process -
Representations and warranties insurance policies (R&WI Policies)—designed to protect parties from loss arising from breaches of...more
4/10/2017
/ Bank Accounts ,
Business Litigation ,
Chapter 93A ,
Class Members ,
Discovery ,
False Advertising ,
Federal Rules of Civil Procedure ,
FRCP 23 ,
Insurance Industry ,
Limitation of Liability Clause ,
Non-Monetary Payments ,
Non-Solicitation Agreements ,
Personal Jurisdiction ,
Personally Identifiable Information ,
Representations and Warranties Insurance ,
SCOTUS ,
Shareholders
On June 12, 2016, the European Commission adopted a new framework for personal data transfers between the European Union (EU) and the United States (US), called the “Privacy Shield.” US companies doing business in Europe may...more
11/14/2016
/ Arbitration ,
Arbitration Agreements ,
Controlling Stockholders ,
EU ,
EU-US Privacy Shield ,
European Commission ,
International Data Transfers ,
Paris Agreement ,
Personal Data ,
Personal Jurisdiction ,
Shareholders ,
Standing ,
US-EU Safe Harbor Framework
Goodwin Procter’s Business Litigation Reporter provides timely summaries of key cases and other developments within dedicated Business Litigation sessions and related courts throughout the country – courts within which...more
6/13/2016
/ Arbitration ,
Arbitration Awards ,
Arbitrators ,
Books & Records ,
Choice-of-Law ,
Closely Held Businesses ,
Common-Interest Privilege ,
Corporate Officers ,
Demand Futility ,
Derivative Suit ,
Employment Contract ,
Federal Trade Commission (FTC) ,
Joint and Several Liability ,
Judicial Review ,
Jurisdiction ,
Merger Clause ,
Mergers ,
Personal Liability ,
Preliminary Injunctions ,
Registration Statement ,
Restitution ,
Shareholders ,
Summary Judgment ,
Tortious Interference ,
Trade Dress ,
Trademark Infringement