Securities

“Fee-Shifting Bylaws: The Delaware Supreme Court Decision in ATP Tour

Briefing, Mergers & Acquisitions, Securities / May 27, 2014 May 16, 2018

On May 8, 2014, the Delaware Supreme Court issued an opinion in ATP Tour, Inc. v. Deutscher Tennis Bund (German Tennis Federation), No. 534, 2013 (Del. May 8, 2014), holding that fee-shifting provisions in a Delaware non-stock corporation’s bylaws are not per se invalid. The bylaw at issue shifted all litigation expenses to an unsuccessful plaintiff in intra-corporate …

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CFTC Deadlines Approach for Swap Dealer Margin Segregation Notifications and Buy-Side Responses

Banking and Finance, Briefing, Securities / April 2, 2014 April 3, 2014

LawFuel.com – Skadden Arps – Market participants that enter into uncleared swaps should expect to receive notifications from swap dealer (SD) and major swap participant (MSP) counterparties regarding segregation of initial margin for swaps. Dodd-Frank amended Commodity Exchange Act Section 4s(l) to provide SD and MSP counterparties with the right to have any initial margin …

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Hostile M&A: Special Compensation Arrangements with Dissident Director Nominees

Briefing, Law Firms, Securities / March 29, 2014 March 29, 2014

Morrison & Foerster’s “Unsolicited Views” letter By Ted Powers and Jeffery Bell Certain activist shareholders involved in proxy contests have offered special compensation (e.g., a fee for agreeing to be nominated on the activist’s slate or performance-related bonuses after election) to their director nominees. Activists state a desire to compensate nominees who commit time and …

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Slaughter and May Advise Unilever on Green Sustainability Bond

Deals, Law Firms, Securities / March 21, 2014 March 21, 2014

Slaughter and May is advising Unilever on its first issuance of a Green Sustainability Bond. The £250 million 2% Fixed Rate Notes due 19 December 2018 are issued by Unilever PLC and guaranteed by Unilever N.V. and Unilever United States, Inc. Unilever’s Green Bond is the first issued in the UK market and the first …

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Who’s Who of Corporate America in Wall Street Bust

Prosecutions, Securities, Top in LawFuel / March 19, 2014 September 24, 2020

The inner sanctum of a law firm, a so called repository of the most confidential secrets, was among the victims in insider trading arrests on Wednesday of Wall Street insiders, including a law firm clerk in an unnamed prestigious Wall Street firm. The NY Times reports that two “insiders”, one bank broker and the clerk …

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New Standard of Review for Controlling Stockholder Going-Private Mergers

Banking and Finance, Law Firm Announcements, Securities / March 16, 2014 March 18, 2014

Lawfuel.com – March 14, 2014 | Skadden, Arps, Slate, Meagher & Flom LLP | Thomas J. Allingham II, Christopher M. Foulds, Jessica Raatz Kunz, Joseph O. Larkin In a landmark decision issued this morning, the Delaware Supreme Court held for the first time in Kahn v. M&F Worldwide Corp. that the deferential business judgment …

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