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Woodruff Sawyer

Signed, Sealed…but Contaminated: Mitigating Environmental Risks in M&A

Woodruff Sawyer on

Environmental-related risks in merger and acquisition (M&A) transactions shouldn’t just be a technical concern for legal and compliance teams—they should also be a board-level consideration. Whether stemming from legacy...more

A&O Shearman

The liability of statutory auditors in corporations: insights on the changes to the Italian civil code

A&O Shearman on

The imminent publication in the Official Gazette of the reform of Article 2407 of the Italian Civil Code heralds the making of significant changes to the civil liability of statutory auditors. The law, approved on March 12,...more

Lathrop GPM

Significant Amendments Proposed to the DGCL to Stem Business Defections to Other States

Lathrop GPM on

Proposed amendments to the Delaware General Corporation Law (DGCL) introduce safe harbors for liability from transactions involving directors, officers and controlling stockholders and define and limit a stockholder’s right...more

Hicks Johnson

SCOTX Ruling Confirms Individual Liability for Corporate Owners Who Commit Torts

Hicks Johnson on

In Texas, as most other states, it is long settled that corporate agents are personally liable for their own tortious or fraudulent conduct—even if the conduct was done in their capacity as a corporate agent. Section 21.223...more

Allen Matkins

Questioning Delaware's Control Over Controlling Stockholders

Allen Matkins on

Delaware cases dealing with transactions involving controlling stockholders are often concerned with the standard of review to be applied.  See, e.g., Tornetta v. Musk, 250 A.3d 793 (2019).  Some cases engender a different...more

Allen Barron, Inc.

Tuning up your business

Allen Barron, Inc. on

It's human nature to take the "if it ain't broke, don't fix it" attitude, which extends to allowing areas of your business to evolve and develop without scrutiny. This is why tuning up your business is an essential part of...more

International Lawyers Network

Establishing A Business Entity In Israel (Updated)

While there are a few different forms of “corporate” entities in Israel, this guide will focus on companies and partnerships as these are the entities that the non-Israeli businessman is most likely to set up or invest in if...more

Bradley Arant Boult Cummings LLP

Converting a Corporation into an LLC Can Lead to Unintended Consequences: Don’t Convert to an LLC Without Careful Advance Planning

Corporations and LLCs both provide their shareholders and members with limited liability to operate a for-profit business, and while these two forms of business entities are similar in many ways, they also have some important...more

International Lawyers Network

Establishing A Business Entity In Israel (Updated)

While there are a few different forms of “corporate” entities in Israel, this guide will focus on companies and partnerships as these are the entities that the non-Israeli businessman is most likely to set up or invest in if...more

Proskauer - Corporate Defense and Disputes

Another Diversity Suit Stifled

Last week, yet another federal court dismissed a shareholder derivative suit that claimed a company had failed to diversify its corporate leadership team. Shareholders had alleged that Opko Health Inc., a Miami-based medical...more

International Lawyers Network

Establishing A Business Entity In Israel (Updated)

While there are a few different forms of “corporate” entities in Israel, this guide will focus on companies and partnerships as these are the entities that the non-Israeli businessman is most likely to set up or invest in if...more

International Lawyers Network

Establishing A Business Entity In Israel

The influence of British rule immediately prior to the establishment of the State of Israel has left a lasting mark on Israeli corporate law. Even though Israel is commercially much closer to the U.S., the links to the...more

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