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Corporate Governance Shareholders Commercial Litigation

Conyers

Sunrise Radio Considered – Is a Debt-for-equity Swap Carried Out at an Undervalue Unfairly Prejudicial?

Conyers on

On 27 March 2025, the Eastern Caribbean Supreme Court, sitting in the Territory of the Virgin Islands, handed down its decision in BVIHCMAP2024/0002 Amstel Investment Holdings Limited and others v AMS Holdings Limited and...more

A&O Shearman

Delaware Court Of Chancery Finds That Controller Sale Of Company Did Not Harm Minority Interests

A&O Shearman on

On January 7, 2025, Vice Chancellor Sam Glasscock III of the Delaware Court of Chancery issued a post-trial decision in favor of defendant, a private equity fund (the “Fund”), finding that the Fund’s sale of a portfolio...more

A&O Shearman

Clause for celebration: the effectiveness of entire agreement provisions

A&O Shearman on

Entire agreement clauses are very common. This recent decision confirms their effectiveness: JMW Solicitors v Injury Lawyers 4U. Background – shareholder dispute - Some firms of solicitors, including JMW, set up a...more

Jenner & Block

Client Alert: DEI on the Defensive—Predictions for 2025

Jenner & Block on

While much uncertainty lies ahead as we enter 2025, the coming year is sure to see further attacks on corporate DEI efforts nationwide. With President Trump returning to the White House, the federal government is set to take...more

Conyers

Top 5 Bermuda Publications of 2024

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In Bermuda, our most popular posts and publications provided updates from our Corporate practice, particularly regulatory changes and insurance insights, along with reflections on private client matters and litigation....more

Skadden, Arps, Slate, Meagher & Flom LLP

Insights: The Delaware Edition - December 2024

In this issue, we explore ongoing corporate law issues involving controlling stockholders, with significant decisions anticipated from the Delaware Supreme Court in 2025; the rise in litigation over earnout provisions in...more

Skadden, Arps, Slate, Meagher & Flom LLP

Court of Chancery Applies Well-Settled Principles To Dismiss Malone/Caremark ‘Hybrid’ Claims

The Delaware Court of Chancery recently dismissed a “hybrid” of Malone1 false disclosures and Caremark oversight claims brought by two stockholder plaintiffs. In In re FibroGen, Inc. Derivative Litigation,2 Vice Chancellor...more

Skadden, Arps, Slate, Meagher & Flom LLP

2025 Outlook: Key Delaware Court Appeals and Their Impact on Corporate Law

In 2024, Delaware courts continued to address important areas of corporate law, particularly regarding controlling stockholders. Several of those high-profile decisions were decided at the trial level and are now on appeal....more

J.S. Held

Unmasking Greenwashing: Avoiding Potentially Deceptive Practices

J.S. Held on

Introduction - In today's world, the spotlight on Environmental, Social, and Governance (ESG) practices is brighter than ever. Stakeholders, including investors, consumers, and even corporate employees, are demanding that...more

Skadden, Arps, Slate, Meagher & Flom LLP

ESG in 2024: A Midyear Review

Environmental, social and governance (ESG) matters, and diverging opinions on approach, continued to dominate headlines across the globe in the first half of 2024. Companies and their stakeholders started the year navigating...more

Conyers

The Effect of Non-Disclosure in Unfair Prejudice Claims

Conyers on

A successful party to a buy-out order made in the course of unfair prejudice proceedings can find themselves in a difficult position, at the hands of an uncooperative respondent. Commonly, the Court will try liability and...more

White & Case LLP

The director’s duty to consider creditor interests

White & Case LLP on

In Foo Kian Beng v OP3 International Pte Ltd (in liquidation) [2024] SGCA 10 (OP3 International)1 the Singapore Court of Appeal considered the trigger for when the director's duty to consider the interests of creditors is...more

McDermott Will & Schulte

Delaware Court Invalidates Stockholder Agreement Governance Provisions

In holding that certain provisions within the stockholder agreement of a Delaware corporation are invalid under the Delaware General Corporation Law (DGCL), the Delaware Court of Chancery has created a framework for...more

J.S. Held

2024 J.S. Held Global Risk Report: Environmental, Social & Corporate Governance (ESG)

J.S. Held on

The extraterritorial expansion of ESG laws and policies will reach a significant turning point in 2024. Investors, government regulators, and consumers are demanding greater transparency and disclosure when it comes to a...more

Conyers

Update to the Adler High Court Decision: The UK’s Court of Appeal Overturns the High Court’s Approval of the Adler Restructuring...

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Following the English High Court’s written reasons for sanctioning the Adler Group restructuring plan on 21 April 2023, the English Court of Appeal has overturned the High Court’s decision and sent a strong message regarding...more

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