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Statutory Interpretation Shareholders

Freiberger Haber LLP

Plaintiff’s Allegations and Records Show Its Claim Was Time Barred

Freiberger Haber LLP on

In Southgate Owners Corp. v. Esposito, 2025 N.Y. Slip Op. 32750(U) (Sup. Ct., N.Y. County July 24, 2025) (here), plaintiff sued defendant, a shareholder in its cooperative building, seeking a declaratory judgment that 80...more

Cornerstone Research

New Developments in Securities Class Action Litigation in the First Half of 2025

Cornerstone Research on

Cornerstone Research and the Stanford Law School Securities Class Action Clearinghouse highlight several developments from recent litigation in their latest report, Securities Class Action Filings—2025 Midyear Assessment....more

Sheppard Mullin Richter & Hampton LLP

Plain Speaking Wins the Day with D.C. Court of Appeals: Proxy Advisors Are Not Subject to SEC Rule 14(A) Solicitation Prohibition

The United States Court of Appeals for the District of Columbia Circuit recently held that the Securities and Exchange Commission (“SEC”) and the securities industry were effectively “separated by a common language.” Giving...more

Allen Matkins

Is There A Contemporaneous Membership Requirement For LLC Inspections?

Allen Matkins on

The Nevada Limited Liability Company Act provides “a manager” of a limited liability company “shall promptly deliver . . . a copy of the information required to be maintained by paragraphs (1), (2), and (4) of subdivision (d)...more

Conyers

Adapting the Machinery

Conyers on

The Case of Changyou.com Ltd v Fourworld Global Opportunities Fund Ltd and 7 others 2025 UKPC 12 - In a judgment handed down on 11 March 2025, the Privy Council has upheld the amendments made to sections 238(2)-(5) of the...more

Allen Matkins

It Is More Than Conceivable That The Court Of Chancery Would Correct Statutory Law

Allen Matkins on

The most distinguishing feature of Delaware law is that it is interpreted and applied by a court of equity.   A recent post by Professor Stephen Bainbridge illustrates this point...more

Carlton Fields

Florida Is Now a “Demand Futility” State for Shareholder Derivative Actions

Carlton Fields on

On January 1, 2020, the new Florida Business Corporation Act took effect. It includes a provision that settles in the affirmative whether Florida is a “demand futility” state for shareholder derivative litigation. To succeed...more

Farrell Fritz, P.C.

Another Door Closes to Federal Court in Judicial Dissolution Cases

Farrell Fritz, P.C. on

Not for the first time, I find myself intrigued by the federal courts’ resistance to hearing state law claims for judicial dissolution of business entities where subject matter jurisdiction otherwise exists based on diversity...more

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