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Daily Business Review

One Court Has Said the Corporate Transparency Act is Unconstitutional; What Happens Next?

In the wake of other, significant changes in the law at the Supreme Court in recent years—from Citizens United on campaign finance and Shelby on civil rights law to Bremerton on religious freedom and Dobbs on abortion—only time will tell whether the CTA will survive intact.
5 minute read

Law.com

Inside Track: Boeing CLO's Grip on Job Seems More Tenuous by the Day

"Brett Gerry is an impressive man, with a gold plated resume. He is going to need it. He has the toughest repair job in the entire legal industry right now," legal department consultant Jason Winmill said.
5 minute read

Delaware Business Court Insider

Why Corporate Attorneys Say Delaware Courts Aren't Pushing Away Their Clients

Corporate practitioners say there's been no signs that there will be any significant corporate exodus from Delaware in the near future.
4 minute read

New York Law Journal

Protecting Your Class: Safeguards for the Current Cybersecurity and Privacy Landscape

Data breaches are on the rise, as are the costs associated with them. AI is allowing bad actors to quickly shift tactics and generate more believable scams. There is a significant uptick in attempted fraudulent filings. This article presents various ways in which you can protect your organization, as well as your class, from these threats.
10 minute read

Delaware Business Court Insider

Chancery Dismisses Suit Against Walgreens Directors, Rejecting 'Reflexively Filed' 'Caremark' Claims

"Fueled by hindsight bias," Vice Chancellor Lori W. Will explained, Caremark suits have "proliferated in Delaware" seeking to hold directors personally liable for imperfect efforts, operational struggles and business decisions. But, the court noted, a stockholder's position that the board's response to a corporate crisis merely "came too late and did too little" is insufficient under Caremark, which requires a showing that directors acted in bad faith.
6 minute read

Delaware Business Court Insider

Ousted Chemours Execs Targeted in Securities Action Over Corporate Books

ernstein Litowitz Berger & Grossman and Kessler Topaz Meltzer & Check are representing the plaintiff in the case, which brings Exchange Act claims against Chemours and several executives.
3 minute read

New York Law Journal

Key Delaware Decision in 'Activision' Upends Standard Board Practices for Approving Mergers

This article lays out practice points in response to the Delaware Court of Chancery's recent decision in In Ap-Fonden v. Activision, which opens a new frontier for challenging a board's process in approving mergers. It discusses the significance the decision has on the merger agreement processes as well as what practitioners should consider moving forward as they navigate this decision.
18 minute read

Daily Report Online

Corporate Structure Is Key to Affirmance of $22M Motocross Wrongful-Death Verdict

"This is a novel issue that doesn't come up a lot in appellate law, so we're really pleased that the Court of Appeals saw it the way we saw it," said plaintiff-appellee counsel Render Freeman of Andersen Tate & Carr.
5 minute read

New York Law Journal

The Internal Affairs Rule Is Under Attack! Should We Care?

Few principles of law are as universally respected by U.S. courts as the "internal affairs rule." All state jurisdictions at least formally subscribe to this rule, and the Supreme Court has hinted it may be constitutionally required. Nonetheless, the New York Court of Appeals has agreed to hear a case asking the court to replace the traditional rule with an "interest-balancing" test.
11 minute read

Delaware Business Court Insider

With Albertsons Complaint, Chancery Sees New Challenge to Advance Notice Bylaws

The complaint is proving true a prediction made by Vice Chancellor Lori Will in a 2023 opinion anticipating shareholder suits over the corporate provisions.
3 minute read

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