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Delaware Business Court Insider

Shareholders May Challenge Fair Value for Fractional Interests Under Limited Circumstances

In Samuels v. CCUR Holdings, C.A. No. 2021-0358-PAF (Del. Ch. May 31, 2022), the Delaware Court of Chancery found that a shareholder may challenge the fair value of a payment for a fractional interest in a company under Section 155(2) of the Delaware General Corporation Law (DGCL).
4 minute read

Corporate Counsel

SEC Proposed Greenwashing Disclosure Requirements: The Devil Is in the Details

Greenwashing has appeared as an enforcement priority on the agenda of the SEC's Division of Examinations since March 2021. And on May 25, 2022, the SEC released for notice and comment two proposed rules aimed squarely at the practice.
8 minute read

International Edition

Gunnercooke Debuts In US With New York Office Launch

The office is the first US base for the firm, which first opened an office outside of the UK in 2020.
3 minute read

Delaware Business Court Insider

BuzzFeed Won't Be Held to Arbitration Mandates in Ex-Employees' Contracts

Agreements signed before the company was acquired by a SPAC can't force the dispute over former executives' participation in an IPO into arbitration, Vice Chancellor Morgan Zurn said.
4 minute read

The Recorder

'Champions at the Highest Level': How Kirkland Stays On Top of Evolving ESG Landscape

Kirkland & Ellis is nominated for the California Legal Award's Environmental, Social and Governance Initiative.
3 minute read

National Law Journal

Kirkland's Reginald Brown on Preparing for GOP-Led Congressional Investigations

Brown, a leading congressional investigations lawyer, said corporations are likely to be put in a difficult position as the GOP agitates for investigations into ESG practices and other social issues.
7 minute read

Delaware Business Court Insider

A Proposal to Permit Equitable Defenses to Noncompliant Acts That Are Described as 'Void' in an LLC Agreement

In CompoSecure v. CardUX, 206 A.3d 808 (Del. 2018), the Delaware Supreme Court held that when parties use the word "void" to describe the consequences of a noncompliant act under an LLC agreement, the act is deemed void ab initio, which as a practical matter, means the act is incurably void.
4 minute read

Corporate Counsel

Beyond ESG Compliance: Legal Counsel as an ESG Champion

Lawyers can help their clients and corporations avoid risk by giving them timely counsel that anticipates the trends likely to drive regulation in the ESG aspects of business.
3 minute read

Litigation Daily

'Don't Waste the Court's Time': A Delaware Chancery Court Primer from Paul Weiss's Andre Bouchard

"You've got to jealously guard when you get the court involved in matters," says Bouchard, the former Chancellor of Delaware's Court of Chancery, now a partner at Paul Weiss.
9 minute read

Daily Business Review

New ESG Fund Numbers Plunge Amid Crackdown on Greenwashing

Regulators in the EU, U.K. and U.S. are investigating environmental, social and governance funds amid growing concerns that asset managers keen to sell products are promising more than they can deliver.
3 minute read

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