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Corporate Law

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Delaware, U.S.A. Corporate Law Articles - Page 13

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Delaware, U.S.A. Corporate Law Articles - Page 13

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ARTICLES(404)

Hexion v. Huntsman Decision from Delaware Chancery - Clarifies "Material Adverse Effect" and "Knowing and Intentional" Standards under Delaware Law; Orders Broad Injunctive Relief to Huntsman
October 28, 2008
LEGAL ALERTS/ARTICLES
Author: Alan S. Goudiss, Jaculin Aaron, John A Marzulli, Stephen Matthew Besen
Law Firm: Shearman & Sterling LLP, Shearman & Sterling LLP, Shearman & Sterling LLP, Shearman & Sterling LLP

Gross Negligence of Board Does Not Constitute Bad Faith
October 25, 2008
LEGAL ALERTS/ARTICLES
Author: C. John Koch
Law Firm: Jenner & Block LLP

Delaware Court of Chancery Considers Applicability of Material Adverse Effect Clause
October 19, 2008
LEGAL ALERTS/ARTICLES
Author: John Joseph Kelley, Bill Bates, Bill Baxley
Law Firm: King & Spalding LLP

Important Deal Termination Decision from Delaware Court
October 19, 2008
LEGAL ALERTS/ARTICLES
Author: Herbert F. Kozlov, Thad J. Bracegirdle
Law Firm: Reed Smith LLP

Hexion Specialty Chemicals, Inc. v. Huntsman Corp.
October 16, 2008
LEGAL ALERTS/ARTICLES
Law Firm: Hunton Andrews Kurth LLP

Delaware Court of Chancery Rejects Application of Material Adverse Condition Term and Refuses to Allow "Eleventh Hour" Unilateral Exit from Multi-Billion Dollar Deal
October 15, 2008
LEGAL ALERTS/ARTICLES
Author: Steven Louis Caponi, Ann B. Laupheimer, Alisa E. Moen, Thomas P. Preston, Elizabeth A. Wilburn, Elizabeth Sloan
Law Firm: Blank Rome LLP, Blank Rome LLP

Lesson from Hexion v. Huntsman: Claiming the Occurrence of a MAC? Delaware Chancery Court Says: 'Good Luck'
October 15, 2008
LEGAL ALERTS/ARTICLES
Author: James D. Epstein, Robert Duncan Smith
Law Firm: Troutman Pepper Locke

Delaware Chancery Orders Hexion to Fulfill Its Deal Obligations; Addresses Reverse Termination Fee Provision and MAE
October 13, 2008
LEGAL ALERTS/ARTICLES
Law Firm: Paul, Weiss, Rifkind, Wharton & Garrison LLP

Delaware Courts Give Guidance on M&A Transactions
October 07, 2008
LEGAL ALERTS/ARTICLES
Law Firm: Hunton Andrews Kurth LLP

Delaware Chancery Court Denies Advancement Claim Brought By Former Director Where Subsequent By-Law Amendment Retroactively Limited Advancement Rights Of Former Directors
September 24, 2008
LEGAL ALERTS/ARTICLES
Author: Jason Northcutt
Law Firm: Sheppard Mullin

Retroactive Repeal of Indemnification and Advancement Rights for Corporate Directors
September 23, 2008
LEGAL ALERTS/ARTICLES
Law Firm: Baker & Hostetler LLP

Delaware Chancery Court Questions Good Faith of Directors in Sale of Company to Unrelated Party at a Premium
September 10, 2008
LEGAL ALERTS/ARTICLES
Author: John D. Tishler, Elizabeth S Balfour
Law Firm: Sheppard Mullin, Sheppard Mullin

Chancery Court Enforces Provision in LLC Agreement Waiving the Right to Petition for Judicial Dissolution
September 08, 2008
LEGAL ALERTS/ARTICLES
Law Firm: Richards, Layton & Finger, P.A.

Exculpation Provision Heightens Burden of Showing Demand Futility
September 08, 2008
LEGAL ALERTS/ARTICLES
Author: C. John Koch
Law Firm: Jenner & Block LLP

Delaware Court of Chancery Revisits Directors' Duty of Good Faith and Obligation to Maximize Sale Value
September 06, 2008
LEGAL ALERTS/ARTICLES
Author: Daniel V. Folt, Matt Neiderman
Law Firm: Duane Morris LLP

Recent Delaware Court Rulings Highlight Need for Review of Director Indemnification Arrangements
August 29, 2008
LEGAL ALERTS/ARTICLES
Author: Denise Ann Carkhuff, Charles William Hardin, David P. Porter, Brette S. Simon
Law Firm: Jones Day, Jones Day

Delaware Court Criticizes Board for Selling Public Company at 45-Percent Premium
August 26, 2008
LEGAL ALERTS/ARTICLES
Law Firm: Squire Patton Boggs

Delaware Supreme Court Invalidates Bylaw Mandating Expense Reimbursement in Contested Elections
August 20, 2008
LEGAL ALERTS/ARTICLES
Author: Joseph L. Johnson, James A. Matarese, John Thomas Haggerty, Lisa R. Haddad
Law Firm: Goodwin Procter LLP, Goodwin Procter LLP, Goodwin Procter LLP, Goodwin Procter LLP

"Blowout" Price Does Not Relieve Target Board of Revlon Duties
August 19, 2008
LEGAL ALERTS/ARTICLES
Author: Bryn Robert Vaaler, Robert Alan Rosenbaum
Law Firm: Dorsey & Whitney LLP, Dorsey & Whitney LLP

Delaware Court Holds Counsel Privileges Waived by Reporting Results of an Internal Investigation to Conflicted Directors
August 19, 2008
LEGAL ALERTS/ARTICLES
Law Firm: Troutman Sanders LLP

Court of Chancery Fires Warning Shot Regarding Sales Process Issues
August 18, 2008
LEGAL ALERTS/ARTICLES
Law Firm: Richards, Layton & Finger, P.A.

Sellside Fiduciary Duties under Delaware Law Revisited
August 18, 2008
LEGAL ALERTS/ARTICLES
Author: Ariel Jacques Deckelbaum, Robert B. Schumer, Frances Fang-Yi Mi
Law Firm: Paul, Weiss, Rifkind, Wharton & Garrison LLP, Paul, Weiss, Rifkind, Wharton & Garrison LLP, Paul, Weiss, Rifkind, Wharton & Garrison LLP

The Delaware Supreme Court Rules in CA, Inc. v. AFSCME: A New Framework for Analyzing Bylaws and Shareholder Proposals
August 10, 2008
LEGAL ALERTS/ARTICLES
Law Firm: O'Melveny & Myers LLP

Amendments to Delaware's LLC and LP Legislation Enacted
August 08, 2008
LEGAL ALERTS/ARTICLES
Law Firm: Richards, Layton & Finger, P.A.

Delaware Supreme Court Addresses Scope of Stockholder-Adopted Bylaws
August 08, 2008
LEGAL ALERTS/ARTICLES
Law Firm: Hunton Andrews Kurth LLP

Court Rejects Findings of One-Person Special Litigation Committee
August 06, 2008
LEGAL ALERTS/ARTICLES
Author: C. John Koch
Law Firm: Jenner & Block LLP

DE Supreme Court Holds That Bylaw Requiring Expense Reimbursement of a Successful Campaign to Elect a Short Slate of Directors Violates Delaware Law
July 29, 2008
LEGAL ALERTS/ARTICLES
Law Firm: Richards, Layton & Finger, P.A.

Delaware Continues to Address Advance Notice Bylaw--Provisions Will Be Construed Narrowly
June 30, 2008
LEGAL ALERTS/ARTICLES
Author: Meredith P. Burbank, Christopher John Gyves
Law Firm: Womble Bond Dickinson (US) LLP

Delaware Court Upholds Limitation on Director Indemnification Advancement Rights
June 30, 2008
LEGAL ALERTS/ARTICLES
Author: Meredith P. Burbank
Law Firm: Womble Bond Dickinson (US) LLP

Advance Notice and Indemnification Bylaw Provisions Should Be Reviewed In Light of Recent Delaware Court Decisions
June 29, 2008
LEGAL ALERTS/ARTICLES
Law Firm: Bass, Berry & Sims PLC

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