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Business Disputes Stockholder Agreements

Jones Day

Match.com's Divorce: Delaware Supreme Court Decides Standard of Review for Controlling Stockholder Transactions

Jones Day on

The Situation: When the Delaware Supreme Court decided Kahn v. M&F Worldwide Corp. (MFW) in 2014 (88 A.3d 635 (Del. 2014)), it provided a pathway for business judgment review for "freeze-out" merger transactions involving...more

Farrell Fritz, P.C.

Navigating Rocky Shoals and Safe Harbors When Board Members Fix Their Own Compensation

Farrell Fritz, P.C. on

Board members’ decisions to award compensation packages for themselves can present some thorny issues. In a close corporation, shareholders typically serve as officers and directors, and have a reasonable expectation of...more

Latham & Watkins LLP

Beware the “Non-Exclusive” Arbitration Clause

Latham & Watkins LLP on

“Non-exclusive” arbitration clauses provide that disputes “may” be referred to arbitration (rather than “shall” or “should” be so referred). The Privy Council clarified the nature of these clauses in a recent case but...more

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