Sidley Perspectives on M&A and Corporate Governance

Sidley is pleased to share the June 2022 issue of Sidley Perspectives on M&A and Corporate Governance, a quarterly newsletter designed to keep you current on what we consider to be the most important legal developments involving M&A and corporate governance matters.

ANALYSIS

• A Board’s Guide to Oversight of ESG
• The Deal Closed – Now What? Practical Considerations for Sponsors and Management Teams of Newly Acquired Private Equity Portfolio Companies
• UK Merger Control: CMA’s Tough Approach; Changes to Thresholds Afoot

JUDICIAL DEVELOPMENTS

• Delaware Chancery Court Denies Motions to Dismiss Claims That an Activist Fund’s Board Rep Fast-Tracked Sale to Maximize Insider Trading Profits
• All Roads Lead to Fair Price: The Tesla Decision 
• Acquiror May Be Liable After Agent Wires Merger Consideration to Hackers
• A Recent Reminder for Outside Directors: Your Emails May Be Fair Game

CORPORATE GOVERNANCE DEVELOPMENTS

• CII Joins Global Investor Group to Launch Campaign Targeting Dual-Class Share Structures
• Two California Laws Mandating Board Diversity Are Struck Down as Unconstitutional

SEC DEVELOPMENTS

• SEC Brings Enforcement Action Against Company for Using Employee Confidentiality Agreements That Impede Whistleblowing
• SEC Publishes Sample Comment Letter on Disclosure Obligations Relating to Russia’s Invasion of Ukraine and Related Supply Chain Issues

Current and past issues of Sidley Perspectives on M&A and Corporate Governance are available on our website. View the June 2022 issue here.

If you have any questions regarding this issue of Sidley Perspectives or suggestions for topics to be covered in future issues, please contact the Sidley lawyer with whom you usually work or Claire Holland, the editor of the newsletter, at cholland@sidley.com.