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Texas Lawyer

Attorneys Should Avoid Any 'One-Size-Fits-All' Approach in Texas Winter Storm Claims

The insurance industry is processing an unprecedented amount of claims following the brutal winter storm that slammed through most of Texas last month,…
4 minute read

The American Lawyer

In Microsoft Accelerator, Firms Broke Down Walls Between Attorneys and Specialists

A K&L Gates group and a team encompassing personnel from Perkins Coie, Greenberg Traurig and Davis Wright Tremaine found a new way to work after Microsoft picked its proposals as winners.
5 minute read

Delaware Business Court Insider

Breach of a Corporate Charter Provision: Fiduciary Fault or Contractual Claim?

While the courts of Delaware have routinely observed that the governance documents for Delaware corporations—the charter and the bylaws—reflect a type of contractual relationship between and among the stockholders, the corporation and the corporation's board of directors, such a contractual relationship does not always give rise to potential claims for breach of contract where directors are alleged to have caused the company to breach specific provisions of a charter.
6 minute read

Law.com

4th Circuit: Market Risks Hindsight Is Not Enough to Support Securities Fraud Claim

Statements and omissions arising from legitimate, subjective business judgments that allegedly become misleading only with the benefit of hindsight are insufficient to create the "strong inference" of intent necessary to satisfy the heightened standard for pleading a securities fraud claim.
6 minute read

Corporate Counsel

Corporate ESG: From Policy to Action

Corporate ESG integration is becoming less optional every day, driven by increasing regulation, investor demand and the recent embrace of stakeholder capitalism. Headline announcements—like GM's 2035 target for manufacturing only electric vehicles and the U.S. government's goal to replace its entire fleet with electric cars and trucks—do not tell the whole story.
6 minute read

Delaware Business Court Insider

Transferring Cases From Chancery Court to Superior Court: A Step-by-Step Guide

This step-by-step guide was created after many years of "trial and error" and eventual success transferring several cases from the Court of Chancery to Superior Court.
4 minute read

Delaware Business Court Insider

Chancery Court Strikes Down Anti-Activist Poison Pill as Unreasonably Broad

In a recent post-trial decision the Delaware Court of Chancery upheld a stockholder challenge to a "poison pill" rights plan adopted by The Williams Companies' board of directors, declaring the plan unenforceable and issuing a mandatory injunction against its continued operation.
7 minute read

Delaware Business Court Insider

Chancery Rejects Proposition That Accounting Principles Must Be Consistently Applied During True-Up Process

The Delaware Court of Chancery rejected a purchaser's efforts to prevent a seller from adopting a method of calculating the post-closing purchase price adjustment that was inconsistent with the seller's pre-closing accounting practices.
6 minute read

Delaware Business Court Insider

The Doctrine of Unclean Hands as Guardian of Equity

The question posed by the vice chancellor was whether a petitioner could invoke equity to benefit from her own illegal act as a trustee. He answered no—that to apply equity in favor of the trustee, allowing her to benefit from her own unlawful act, would sully equity itself.
7 minute read

Daily Business Review

Miami Lawyer Leads Jones Day's New State AG Practice

Antonio Dias, like many partners at the Ohio-based Am Law 100 firm, has decades of experience representing clients in matters involving state attorneys general. But the firm is putting a name to the practice as corporations anticipate greater scrutiny from state AGs under the Biden administration.
3 minute read

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