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New York Law Journal

No Presumption of Confidentiality for Books-and Records-Productions, Says the Delaware Supreme Court

In their Corporate and Securities Litigation, Margaret A. Dale and Mark D. Harris discuss a recent Delaware Supreme Court decision in 'Tiger v. Boast Apparel', holding that documents produced pursuant to books-and-records inspection requests under §220 of the Delaware General Corporation Law are not subject to a presumption of confidentiality. Rather, while courts can impose confidentiality restrictions in appropriate cases, there must be some justification that the confidentiality is necessary and indefinite periods of confidentiality should be the exception and not the rule.
8 minute read

The American Lawyer

Partner Involved in Mercy Corps Sex Abuse Investigation Resigns From Davis Wright Tremaine

Robert Newell resigned from Mercy Corps' board last week after a newspaper investigation found that the nonprofit failed to take action to address serious allegations against its founder.
3 minute read

Corporate Counsel

Shuttle Diplomacy in the Age of Spend Reduction

Doing more with less is something we have all had to reconcile at one time or another. For corporate legal departments, meeting service demands at some level through external service providers is simple math.
8 minute read

New York Law Journal

Outlaws of the Roundtable? Adopting a Long-Term Value Bylaw

Before we get too excited about whether these CEOs are grasping the mantle of government to act on behalf of the citizenry and other people who aren't paying them, there is the prior question of whether, as a matter of Delaware law, they can.
10 minute read

Corporate Counsel

The Dual Share Duel

Lyft's recent offering involved similar unevenness. The ridesharing behemoth debuted with a structure that gave its two founders 10 votes for every share, resulting in 50% voting control of a company in which their economic ownership is closer to 5%.
5 minute read

Delaware Law Weekly

TransPerfect Promises to Expose Skadden's 'Questionable Billing'

A familiar cast of characters, led by former Harvard law professor Alan Dershowitz, is set to return to Wilmington Thursday afternoon for a contempt hearing in a bitter billing dispute with the custodian appointed to oversee TransPerfect's forced sale in 2015.
6 minute read

Delaware Business Court Insider

After Reargument, Chancery Affirms There Is No Bar to an Advance Waiver of Appraisal Rights

The case involved the sale by merger of Authentix Acquisition Co. to a third party. The petitioners had been the sole owners of the company's predecessor.
6 minute read

New York Law Journal

Judicial Scrutiny of Mootness Fees in Merger Litigation

In their Corporate Litigation column, Joseph M. McLaughlin and Shannon K. McGovern discuss the recent pair of federal court decisions—'House v. Akorn' and 'Scott v. DST Systems'—which highlight courts' willingness to probe supplemental disclosures to ascertain whether shareholders received a material benefit warranting an award of attorney fees, as part of a settlement or otherwise.
8 minute read

Corporate Counsel

Weinstein Clauses: Best Practices for Negotiating, Drafting and Responding

In the wake of the #MeToo movement, it is increasingly common in corporate transactional documents to see buyers and related parties include so-called "Weinstein" clauses.
6 minute read

Daily Report Online

Closing Gender Pay Gap a Hot Topic at ACC Event

A cultural shift that has sparked new laws and regulation, plus lawsuits, is driving in-house counsel's interest in gender pay audits.
4 minute read

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