Sidley is pleased to share the February 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:
- Financial Advisor Conflicts in M&A Transactions
- Delaware Recommends New Path to Address Disclosure-Based Claims
- Delaware Supreme Court Upholds Award of Expectation Damages for Breach of Preliminary Agreement
- Regardless of Charter or Bylaw Provisions to the Contrary, Members of Declassified Boards Removable With or Without Cause if No Cumulative Voting
- Oregon Supreme Court Upholds Delaware Exclusive Forum Bylaw
SEC & REGULATORY DEVELOPMENTS
- SEC Proposes Dodd-Frank Rule for Reporting of Payments by Resource Extraction Issuers to Governments
- Nasdaq Requests Comment on Potential Changes to Its Shareholder Approval Rules
- Nasdaq Files Proposed Rule Change to Give Companies Time to Regain Compliance Before Delisting for Failure to Hold an Annual Meeting
CORPORATE GOVERNANCE DEVELOPMENTS
- Proxy Access Is Taking Hold
- Senate Bill Would Require Disclosure of Cyber-Expertise on Board
- SEC Rulemaking Related to Disclosure of Corporate Political Spending Remains in Flux
- Congress Passes Reforms Restricting Tax-Free REIT Spinoffs
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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