Delaware Court of Chancery Holds “MFW” Framework Applies to Controller...
MFW protects controlling-stockholder transactions even when a third-party bidder makes a competing bid that is superior to a negotiated merger with the controller. A special committee will likely...
View ArticleHart-Scott-Rodino Annual Adjustments Announced for 2023; New Merger Filing...
Following a robust growth in GNP, the HSR filings thresholds increased by about 10.3 percent. The new minimum size-of-transaction threshold increased from US$101.0 million to US$111.4 million.
View ArticleDAMITT 2022 Annual Report: Timing and Remedy Risks Grow for Transactions Hit...
Sixty percent of significant investigations concluded with a complaint or abandoned transaction in 2022. This shatters last year’s record of 37 percent. The 10 complaints filed in 2022 are also a...
View ArticleDechert's International Capital Markets Team in Conversation with Luxembourg...
In the latest issue of Dechert’s international capital markets team’s “In Conversation With…” series, partner Jennifer Rees and associate Nick Quarrie sit down with Arnaud Delestienne and Chiara...
View ArticlePrudential Regulators Issue Joint Statement on Crypto-Asset Risks
The Board of Governors of the Federal Reserve System (Federal Reserve), the Federal Deposit Insurance Corporation (FDIC), and the Office of the Comptroller of the Currency (OCC) (collectively, the...
View ArticleFCA Consumer Duty – Update on the Road to Implementation
On 25 January 2023, the FCA published its key findings on the state of implementation of firms’ plans to embed the new Consumer Duty within their businesses. The Consumer Duty will apply from 31 July...
View ArticleOverview of crypto asset class regulations in the EU and the US
This OnPoint summarizes the panel discussion at Dechert’s annual investment funds conference that took place in Luxembourg in the last quarter of 2022. At the conference, we discussed the Regulation...
View ArticleDelaware Court of Chancery Issues Significant Decision Addressing Fiduciary...
Corporate officers owe the same fiduciary duty of oversight as directors. Just as with directors, officers fulfill their oversight duty by acting in good faith.
View ArticleDirectors Beware: The Climate is Changing with ESG Claims on the Rise
There is a growing trend of shareholders and other stakeholders using litigation to hold companies and their directors accountable regarding ESG issues. Shareholder activists and other stakeholders...
View ArticleDechert Re:Torts - Key Developments in Product Liability and Mass Torts -...
Introducing Dechert Re:Torts, a monthly publication that offers a summary of significant cases, rules and pertinent issues, brought to you by Dechert’s Product Liability and Mass Torts Group. Our...
View ArticleTimes are changing again in France: the Parquet national financier issues new...
Five years ago, France enacted its anti-corruption legislation, Sapin II. The law introduced a number of important innovations, including the ability for companies to be offered and to negotiate a...
View ArticleDechert Cyber Bits - Issue 27
FBI Seizes Hive Ransomware Servers—Blocks US$130 Million in Demanded Ransoms - On January 26, Attorney General Merrick Garland announced that the Department of Justice dismantled the “Hive” ransomware...
View ArticleFair Lending Compliance for Mortgage Lenders: An ESG Approach
Mortgage lenders of all sizes are paying closer attention to environmental, social and governance (“ESG”) issues as they face inquiries from their investors and customers as well as increased scrutiny...
View ArticleLe Parquet national financier publie de nouvelles lignes directrices
Il y a cinq ans, la France a promulgué sa loi anti-corruption, dite loi Sapin II1. Cette loi a introduit des innovations importantes, y compris la possibilité pour les entreprises de se voir proposer...
View ArticleSecurities and Derivative Litigation: Quarter 4 Update
In 2022, there were 197 federal securities class actions filed, which is a 6.6% drop from the 211 filings in 2021, and a significant drop from the over 400 filings in 2017, 2018, and 2019, and over...
View ArticleUpcoming Regulatory Initiatives Impacting Private Fund Managers - February 2023
Early in 2022 came the Russian war in Ukraine, which was denounced by the U.S., UK and EU. The resulting sanctions applied to Russia and Belarus resulted in sharp jumps in energy, food and metal...
View ArticleThe Return of Dodd-Frank Rulemaking: SEC Proposes Expansive Prohibition on...
After a decade of regulatory inaction on the matter, the SEC recently re-proposed regulations implementing the Dodd-Frank Act’s prohibition on material conflicts of interest in securitization...
View ArticleNYDFS Issues Guidance on Virtual Currency Custody Practices
Citing a substantial increase in recent years in the demand for both virtual currencies and virtual currency custody services, the New York Department of Financial Services (NYDFS) on January 23, 2023...
View ArticleUK Supreme Court Finds No Entitlement to a "Reasonable Fee" for Making a...
The UK Supreme Court has found that an introducer of business was not entitled to any remuneration for a valuable introduction outside of circumstances expressly provided for in the contract. This...
View ArticleSecurities and Derivative Litigation: Quarterly Update
In 2022, there were 197 federal securities class actions filed, which is a slight drop from the 211 filings in 2021, and a significant drop from the over 400 filings in 2017, 2018, and 2019, and over...
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