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13 Feb 2012, 3:00 am by Peter A. Mahler
Medallion Group, Inc., 75 AD2d 299 (1st Dept 1980), the same court cited BCL §717(a) for the proposition that "directors and officers are bound by their duty of undivided and unqualified loyalty to their corporations, a duty which encompasses good faith efforts to insure that their personal profit is not at the expense of their corporations. [read post]
Also, given the healthy equity markets and high M&A transaction multiples, at least until recently companies may have been more willing to shed defense mechanisms as an easy give to appease activists and corporate governance groups. [read post]
8 Mar 2019, 5:52 am
Berger, Wilson Sonsini Goodrich & Rosati, on Monday, March 4, 2019 Tags: Corporate Social Responsibility, ESG, Institutional Investors, Shareholder primacy, Shareholder rights, Shareholder value, Stakeholders Change the Conversation—Redefining How Companies Engage Investors on Sustainability Posted by Kristen Lang, Ceres, on Monday, March 4, 2019 Tags: Accountability, Asset management, Corporate Social… [read post]
27 Sep 2010, 11:00 pm by Rosalind English
Unless we crack the Food Inc/Agribusiness problem, all else is noise. [read post]
3 Jan 2022, 12:58 am by Peter Mahler
” The test sounds easy to apply, and in most cases it is, especially when the alleged wrongful conduct by a controller involves misuse or waste of company funds or other financial impropriety that affects the nonculpable owners indirectly and on a shared basis by devaluing their equity interests. [read post]
22 Dec 2023, 11:00 am by Cynthia Marcotte Stamer
LinkedIn SLP Health Care Risk Management & Operations Group, HR & Benefits Update Compliance Group, and/or Coalition for Responsible Health Care Policy. [read post]
29 Jun 2018, 6:04 am
Emmerich and Robin Panovka, Wachtell, Lipton, Rosen & Katz, on Saturday, June 23, 2018 Tags: Boards of Directors, Change in control, Merger litigation, Mergers & acquisitions, Private equity, REITs, Shareholder activism Chairman Clayton Testimony on the Oversight of the SEC Posted by Jay Clayton, U.S. [read post]
2 Feb 2018, 6:10 am
Rosenblum, and Victor Goldfeld, Wachtell, Lipton, Rosen & Katz, on Monday, January 29, 2018 Tags: Antitrust, Appraisal rights, Banks, China, Cross-border transactions, Financial institutions, International governance, Merger litigation, Mergers & acquisitions, Private equity, Shareholder activism, Tax Cuts and Jobs Act, Taxation, Tech companies Preparing a Successful IPO in 2018 Posted by Philip Oettinger… [read post]
4 Nov 2009, 7:59 am
A ban on placement agents is unfair, irrational and harmful to Private Equity. [read post]
22 May 2012, 11:27 am by William A. Ruskin
  By way of background, class action plaintiffs purchased their homes from a builder, The Ryland Group, Inc. [read post]
6 Nov 2020, 7:08 am by Shannon O'Hare
IRELAND Countries around the world are imposing further restrictions in light of the second wave of coronavirus cases with the Republic of Ireland having moved their restrictions policies into level 5 (their highest level), arguably adopting “Europe’s strictest regime” as Taoiseach (the prime minister of the Republic of Ireland), Mícheál Martin, said. [read post]
Affiliation Rules; Eligibility and Maximum Loan Size The Main Street Lending Program adopts the same affiliation rules used for the SBA’s Paycheck Protection Program (“PPP”), which generally consider entities that control each other or are under common control (including through ownership of 50% or more of the entity’s voting equity interests (on a fully diluted basis) or a minority investment coupled with certain governance rights) to be… [read post]
5 Nov 2015, 10:55 am by Steven Boutwell
.:  Cleco Power LLC and Cleco Partners L.P. have requested authorization from the LPSC for Cleco Partners to acquire ownership and control of Cleco Power. [read post]
18 Oct 2019, 6:14 am
Berg, Skadden, Arps, Slate, Meagher & Flom LLP, on Friday, October 11, 2019 Tags: Institutional Investors, International governance, Merger litigation, Mergers & acquisitions, Private equity, Shareholder activism CEO Pay Growth and Total Shareholder Return Posted by Joseph Bachelder, McCarter & English LLP, on Saturday, October 12, 2019 Tags: Executive Compensation, Executive performance, Management, Peer… [read post]