Business & Corporate Our Mini-Theme: Business Litigation Patrick Clendenen The author provides a broad overview of the topic of business and corporate litigation and introduces each of the articles that comprise the mini-theme.
Business & Corporate Proxy Solicitation and Contested Director Elections The author reviews several recent Delaware cases on the topic of contested director elections.
Business & Corporate National E-Discovery Trends and the Delaware Court of Chancery's Approach The authors trace the history and development of standards for e-discovery and relate recent developments regarding e-discovery in the Delaware Court of Chancery.
Real Estate Litigation Implications of the Dodd-Frank Financial Reform Act This article discusses provisions of the Dodd-Frank Act that make major changes to the Truth in Lending Act and the Real Estate Settlement and Procedures Act. The article also outlines the newly created Bureau of Consumer Financial Protection, and concludes with several questions that will remain unanswered well after the Dodd-Frank’s effective date.
Alternative Dispute Resolution A Checklist for Drafting an International Arbitration Clause Eric S. Sherby This article provides background on the importance of having an effective arbitration clause in international agreements and offers practical advice on drafting international arbitration agreements.
Business & Corporate M&A Under China's Anti-Monopoly Law: Emerging Patterns Yee Wah Chin This article summarizes China’s Anti-Monopoly Law, reviews provisions relating to mergers and acquisitions, and discusses patterns emerging in China's application of the Anti-Monopoly Law in the M&A area.
Business & Corporate KEEPING CURRENT: EU Court Limits the Scope of Legal Professional Privilege The author reviews a 2010 Court of Justice of the European Union decision that confirming that that documents prepared by in-house lawyers are not privileged under EU rules. The author then discusses the differences between EU attorney-client privilege rules and those of other countries and offers suggestions for ensuring that documents remain privileged under EU rules.
Business & Corporate KEEPING CURRENT: Proxy Access Year One: What to Do Now William M. Kelly The SEC's new Rule 14a-11 enables long-term substantial shareholders, acting alone or in concert, to nominate candidates for up to a quarter of a company's board, and to include those nominees in the company's own proxy statement in competition with the incumbent board's nominees. The SEC also amended Rule 14a-8 to allow for shareholder proposals that would broaden proxy access. The author analyzed these changes and offers his initial thoughts as to what to expect under the new rules and recommends an action plan.
Business & Corporate TRAINING FOR TOMORROW: The Model Stock Purchase Agreement: Letters of Intent This month’s TFT column provides a link to Ancillary Document B, as found in Volume II of The Model Stock Purchase Agreement, dealing with the topic of letters of intent as part of the acquisition process. These materials include two illustrative letters of intent, with the first (and more comprehensive) of the two containing useful commentary.
Business & Corporate Inside Business Law This month’s IBL provides links to important Section materials on: the Consumer Financial Protection Bureau, stock purchase agreements, business law ethics, corporate governance, government investigations, arbitration, and cyberspace law.
