JONES DAY TALKS®: Five Pillars of Series A Shareholder Rights: A Discussion for VC Investors
Litigation developments: fundamental shareholder rights.
JONES DAY TALKS®: ESG: The Opportunities and the Risks
Virgin Media's Lawyer on Liberty Global Deal
If your startup continues to follow the proverbial “hockey stick” of uninterrupted, exponential growth that you presented in your seed round pitch deck, you might always have easy access to capital and never encounter a...more
Glass Lewis recently announced the opening of its 2025 Policy Survey. The survey seeks input on several key governance topics including board diversity, executive compensation, ESG considerations, shareholder rights, and...more
Investments in clubs in German soccer are attractive for investors and clubs even under the 50+1 rule; the investor and the soccer club should be a suitable match; there are a number of legal structuring options for...more
Section 220 of the Delaware General Corporation Law (“DGCL”) was recently amended by Delaware Senate Bill 21 to reflect the Delaware legislature’s efforts to continue to provide a business-friendly environment and preserve...more
1. Types of Business Entities - Italian law provides multiple forms of organizational structures to do business in Italy. They differ from one another due to the extent of liability undertaken by its members. In...more
I. Types of Business Entities - 1. Description of the types of entities available - In Chile, there are different types of entities available to establish a business. The most common entities for foreign investment...more
The challenges and mechanics of growing a new venture are complex, and when the competing interests of different investor classes are considered, trouble and conflict are possible. As part of a continuing series of podcasts...more
Two of the tools investors can use to minimize the risks they take and preserve their holding percentage in a company are the anti-dilution protection and pre-emptive rights. These very important rights are customarily...more
In the recent Court of Appeal judgment in DnaNudge Limited v. Ventura Capital GP Limited [2023] EWCA Civ 1142, the court confirmed that a provision of the company’s articles allowing for the conversion of Series A shares to...more
In late 2022, the U.S. Department of Labor (the “DOL”) issued final regulations (the “Final Rules”) which address the extent to which ERISA fiduciaries may consider environmental, social and governance (“ESG”) factors when...more
The concept of “control” of insurers received significant attention from state insurance regulators last year and will receive even more in 2023. We wrote a brief report in April 2022 following the New York Department of...more
In recent years, hotel sponsors and developers have increasingly turned to alternative capital sources, like preferred equity, to finance and reposition their existing assets and fund new acquisition and development...more
Private company majority owners and minority investors often focus on the company’s financial health and growth prospects, and may not take the time to review the operating documents of the business – bylaws for corporations...more
1. Types of Business Entities - 1.1 Premises - The Italian law provides multiple forms of organizational structures in order to do business in Italy, which differ from one another due to the extent of the liability...more
I. Types of Business Entities 1. Description of the types of entities available - In Chile, there are different types of entities available to establish a business. The most common entities for foreign investment are: (I)...more
The attraction of seeking out superior investment returns from well-structured investments in Asia’s unique markets has never been stronger. Economies in countries such as China, India, Japan, Korea and Southeast Asia all...more
Does increased appraisal risk have an effect on manager behavior? Recent research (unpublished) suggests it does. In this paper (earlier version), the author examines target manager disclosure behavior before and after the...more
Welcome to the 2020 edition of In Principle. With the United Kingdom (UK) leaving the European Union (EU) on31 January 2020, and moving into a transition period which will last until 31 December 2020, Brexit of courselooms...more
ESG—Environmental, Social, and Governance—investing is attracting the attention of pension funds, hedge funds, sell-side analysts, large money managers, lenders and banks, and political interest groups and activists, all of...more
Investors in the water industry in the UK are well advised to consider if their shareholding structure affords them appropriate investment treaty protection and access to investment arbitration in the event of possible...more
On December 19, 2018, the Delaware Court of Chancery held that forum selection provisions contained in the certificate of incorporation of Delaware corporations are invalid to the extent that they require any claim under the...more