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Delaware Business Court Insider

Martha Stewart Extinguishes Investor Lawsuit Over Company's $353M Sale

The Delaware Court of Chancery has dismissed a shareholder challenge to the 2015 sale of Martha Stewart's merchandising company to Sequential Brands Group Inc., ruling that the $353 million deal included protective measures that kept it within the protection of the business judgment rule and shielded it from heightened scrutiny.
4 minute read

New York Law Journal

NY Court Defines When LLCs Can Use Special Litigation Committees

A special litigation committee cannot be used to determine the fate or direction of derivative claims brought on behalf of a New York limited liability company, unless its use is expressly written into the operating agreement, a Manhattan appeals court has ruled in an important decision of first impression.
18 minute read

Delaware Business Court Insider

Kalanick Moves to Force Benchmark's Case Seeking Board Ouster to Arbitration

Travis Kalanick, the former CEO of Uber Technologies Inc., pushed back late Thursday against an investor's attempt to force him off the ride-hailing company's board, saying that a dispute over his control of three board seats must be settled in arbitration.
8 minute read

Delaware Business Court Insider

Bouchard Tosses Suit Claiming Merger Cost Investors $3B Value

The Delaware Court of Chancery on Thursday dismissed a shareholder class action that accused the directors of a paper and packaging company of improperly approving a merger-of-equals that allegedly left $3 billion on the negotiating table.
11 minute read

Inside Counsel

Array BioPharma Names Industry Vet as New GC

Array BioPharma Inc. has hired Curtis Oltmans as general counsel, the company announced earlier this week. Oltmans, a pharmaceutical in-house veteran,…
2 minute read

Corporate Counsel

Inside Keurig's Legal Pod: A Conversation With CLO Mike Degnan

In recent years, Keurig single-serve beverage brewing machines have become ubiquitous in homes and offices, along with the small pods that go inside. But there's a lot of legal work behind bringing the K-Cup pods and Keurig Green Mountain Inc.'s other products to the thirsty masses. At the center of it all is Mike Degnan, the company's chief legal officer and group general counsel.
5 minute read

Corporate Counsel

Reflections on Kokesh v. SEC

In reference to Kokesh, most commentators have focused on the five-year limitations period, which certainly carries important ramifications for the SEC. But as we describe here, the Supreme Court's ruling that "SEC disgorgement constitutes a penalty" has more far-reaching ramifications.
16 minute read

New Jersey Law Journal

Merck CEO Quits Trump Advisory Council Amid White Nationalist Protests in Va.

Kenneth Frazier, the chairman and CEO of pharmaceutical giant Merck & Co. and a member of President Donald Trump's American Manufacturing Council, abruptly quit the administration's advisory committee following Trump's response to right-wing violence in Charlottesville, Virginia.
13 minute read

Inside Counsel

4 Tips for General Counsel Dealing with Shareholder Activists

Shareholder activism is a growing threat, and it concerns not just board members, institutional shareholders and outside counsel, but in-house counsel,…
4 minute read

Delaware Business Court Insider

Uber Investor Looks to Bench Kalanick in Fight to Name CEO

When Benchmark Capital Partners sued the former CEO of Uber Technologies Inc. in Delaware Court of Chancery Thursday, the message was clear: One of the ride-hailing innovator's most powerful investors wants Travis Kalanick off the company's board.
9 minute read

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