Kristie Rearick

December 06, 2017 | Delaware Business Court Insider

What should be the standard of review when the Court of Chancery considers an appeal from a receiver's disallowance of a claim pursuant to section 296(b) of the Delaware General Corporation Law? In B.E. Capital Management Fund LP v. Fund.com Inc., C.A. No. 12843-VCL (Del. Ch. Oct. 4, 2017), Vice Chancellor Laster held that a receiver's determination is subject to de novo review and the court has discretion to go beyond the record presented to the receiver by conducting an evidentiary hearing.

By Barry M. Klayman and Mark E. Felger

13 minute read

December 06, 2017 | Daily Business Review

The information revolution has yielded a new benefit for the merger and acquisition community that can have significant impact on the decision of whether or not to move forward with a deal as well as ensuring the deal succeeds in the long term. In the past, PR/communication agencies were often called in only after the deal was done and to promote and manage message delivery to key audiences and ensure a smooth transition

By Christine M. Barney

4 minute read

December 06, 2017 | Delaware Business Court Insider

In a case involving allegations of unusually egregious conduct by directors of a Delaware corporation, the Delaware Court of Chancery in Kandell v. Niv, C.A. No. 11812-VCG (Del. Ch. Sept. 29) (Glasscock, V.C.) found that directors of FXCM, Inc. faced a substantial likelihood of liability for demand futility purposes on a claim alleging that they knowingly allowed FXCM to engage in an illegal business practice, despite the lack of allegations suggesting that the directors were ever explicitly notified that the practice was illegal.

By Timothy R. Dudderar and Daniyal M. Iqbal

13 minute read

December 06, 2017 | Daily Business Review

Recent headline events may have some wondering about how far First Amendment rights extend into the workplace. Jerry Jones, owner of the NFL's Dallas Cowboys, declared he would bench any player who protested during the national anthem.

By Michael T. Landen and Mayda Z. Nahhas

4 minute read

December 05, 2017 | The Recorder

In an employer's ideal world, a candidate's references would provide a treasure trove of information … from the minutiae of their legal experience to the skeletons in their closet.

By Julie Brush

6 minute read

December 05, 2017 | The Legal Intelligencer

On Nov. 6, a three-judge panel of the U.S. Court of Appeals for the Second Circuit issued an opinion in Waggoner v. Barclays, No. 16-1912, 2017 U.S. App. LEXIS 22115 (2d Cir. Nov. 6, 2017), that—if allowed to stand—will make it significantly easier for plaintiffs to obtain class certification in actions alleging violations of Section 10(b) of the Securities Exchange Act of 1934, 15 U.S.C. Section 78j(b), and Securities and Exchange Commission Rule 10b-5 (10(b) actions) against large, publicly traded companies.

By Robert L. Hickok and Gay Parks Rainville

11 minute read

December 05, 2017 | Daily Business Review

The $13.7 billion acquisition of Whole Foods by Amazon earlier this year was a curious choice by the online giant at the time, but a deeper look into basic concepts of the M&A deal serves as proof that Amazon has a plan.

By Bryan J. Rush

3 minute read

December 05, 2017 | Daily Business Review

Floridians won another important victory in a series of cases that have arisen since voters overwhelmingly passed Article X, Section 25 of the Florida Constitution, commonly known as Amendment 7.

By James S. Haliczer

4 minute read

December 04, 2017 | Corporate Counsel

The daily headlines are prompting boards to think hard about their responsibilities for overseeing organizational culture: not only what “culture” means in the context of the board's fiduciary duty, but also who among the executive leadership team is best suited to advise them on their culture-related responsibilities.

By Michael W. Peregrine

6 minute read

December 04, 2017 | The Legal Intelligencer

2017 Top 100

By The Legal Intelligencer

1 minute read