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Corporate Counsel

Conducting Corporate Investigations in the Fish Bowl of Public Scrutiny

It is not what you think that matters, it is what your audience thinks that matters. Remember, the message received is the message.
11 minute read

Delaware Business Court Insider

Chancery Affirms Advancement Principles

A recent Delaware Court of Chancery decision acknowledged a pattern of corporations providing directors with advancement rights, and then when those directors attempt to exercise those rights, the corporations resist, claiming that exceptional circumstances exist that require the court to deviate from the principles of law granting advancement.
5 minute read

Corporate Counsel

The Whistleblower's Renewed Connection to Corporate Governance

The current CIA whistleblower controversy in Washington, D.C. offers just that—an opportunity to remind the board of its important oversight obligations with respect to the company's whistleblower process.
5 minute read

Delaware Business Court Insider

Chancery Relies on Market-Based Metrics in Recent Appraisal Decisions

Following the Delaware Supreme Court's appraisal decisions in Aruba, Dell and DFC, the Delaware Court of Chancery relied exclusively on market-based metrics to determine fair value in three recent appraisal decisions.
8 minute read

The American Lawyer

Skadden CFIUS Partner Goes In-House as CLO of Venture Capital Fund

The market for experienced attorneys who can advise clients undergoing reviews by the Committee on Foreign Investment in the United States has been hot as new changes are proposed to the review process.
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

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 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

Daily Business Review

Miami HVAC Company Grows With $85M Acquisition of Pennsylvania Distributor

Greenberg Traurig Miami shareholders Drew Altman and Jaret Davis, who have been representing Watsco for over a decade, closed the deal.
4 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

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More from ALM

Legal Speak is a weekly podcast that makes sense of what’s happening in the legal industry.

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