Sidley is pleased to share the August issue of Sidley Perspectives on M&A and Corporate Governance, a bimonthly newsletter designed to keep you current on what we consider to be the most important legal developments involving M&A and corporate governance matters. Topics covered in this issue include:
- Shareholder Votes and Standards of Judicial Review
- Shifting Winds in Delaware Appraisal Proceedings
- DGCL Amendments Relating to Intermediate-Form Mergers and Appraisal Proceedings Take Effect
- Proxy Advisor Reform Bill Introduced in the House of Representatives
- Delaware Court of Chancery Allows Termination of Merger Agreement Based on Good Faith Failure to Deliver a Required Tax Opinion
- New York Court of Appeals Is Unwilling to Expand the Scope of the Common Interest Exception in the M&A Context
- Delaware Supreme Court Upholds Damages Award to Holders of Options Canceled in Merger
- Delaware Court of Chancery Denies Attorneys’ Fee Request for Disclosures Issued in Merger Litigation
- Minnesota District Court Dismisses Shareholder Derivative Litigation Against Target’s Officers and Directors Following Cybersecurity Breach
- SEC Proposes Rule Amendments to Streamline its Disclosure Requirements
- SEC Amends Form 10-K to Expressly Permit Summaries
- SEC Proposes to Increase Financial Thresholds in “Smaller Reporting Company” Definition
- SEC Staff Issues Guidance Regarding the Application of Rule 701 in the M&A Context
- SEC Staff Provides Guidance on Schedule 13G Eligibility
- SEC Approves NASDAQ Rule Requiring Disclosure of “Golden Leash” Arrangements
CORPORATE GOVERNANCE DEVELOPMENTS
- Heads of Leading Public Companies and Institutional Investors Issue “Commonsense” Corporate Governance Principles
- FTC Sharply Increases HSR Penalties, As DOJ Imposes Record Penalty for “Investment-Only” Violation
Current and past issues of Sidley Perspectives on M&A and Corporate Governance are available on our website. View the August issue here.
If you have any questions regarding this issue of Sidley Perspectives, please contact the Sidley lawyer with whom you usually work or Claire Holland, the editor of the newsletter, at firstname.lastname@example.org.
Securities and Shareholder Litigation
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