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Corporate Conversions Mergers

Hogan Lovells

Court of Chancery rules that supermajority voting provision did not apply to conversion

Hogan Lovells on

In Gunderson v. The Trade Desk, Inc., the Delaware Court of Chancery held that a company’s conversion pursuant to Section 266 of the Delaware General Corporation Law (DGCL) did not require a supermajority vote because that...more

Morris James LLP

Court of Chancery Holds Supermajority Vote Not Required for Nevada Reincorporation

Morris James LLP on

Gunderson v. The Trade Desk Inc., C.A. No. 2024-1029-PAF (Del. Ch. Nov. 6, 2024) - The board of a Delaware corporation recommended that the corporation reincorporate as a Nevada corporation subject to a majority vote...more

Rivkin Radler LLP

Pre-Consolidation Conversions in the Accounting World – Tax Considerations

Rivkin Radler LLP on

Another Change- Last week BDO confirmed that it was going to convert from an entity organized as a limited liability partnership under state law to one organized as a corporation. With that, BDO became the latest in a...more

Lowenstein Sandler LLP

Do Delaware Conversions and Domestications Offer Appraisal Rights? Not under Delaware law.

Lowenstein Sandler LLP on

Business Law Today previously posted this piece discussing key Delaware General Corporate Law differences between merger, conversions and domestications.  A sometimes forgotten reason for a merger or other major corporate...more

A&O Shearman

A Comparison of Divisive Merger Statutes in Delaware and Texas

A&O Shearman on

Effective August 1, 2018, the Delaware Limited Liability Company Act (DLLCA) was amended to include a new divisive merger statute. Unlike a traditional merger, whereby two or more entities merge to become one entity, a...more

Stinson - Corporate & Securities Law Blog

Minnesota Revises Business Organization Statutes

Minnesota Governor Mark Dayton has signed into law revisions to several Minnesota business organization statutes including the Minnesota Business Corporation Act, the Minnesota Revised Uniform Limited Liability Company Act,...more

Dorsey & Whitney LLP

2014 Changes to the Minnesota Business Corporation Act

Dorsey & Whitney LLP on

On April 25, 2014, Governor Mark Dayton signed House Bill H.F. No. 2190, which makes a number of changes to Chapter 302A of the Minnesota Statutes, the Minnesota Business Corporation Act (the “MBCA”). These changes will go...more

Stinson LLP

2014 Amendments To The Minnesota Business Corporation Act

Stinson LLP on

In This Issue: - Filing Pre-Clearance - Squeeze Outs Through Reduction to Fractional Shares - Interest in Dissenters’ Rights Actions - Cross Entity Conversion - Class or Series Voting on Amendments - The...more

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