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Moral rights: why should developers care?

Question: What do the Oslo Picasso murals “The Seagull” and the “The Fishermen” and the Dutch De View Jaargetijden have in common? Answer: They both have been subject to recent high cost, high profile litigation that dragged on for years and which concerned moral rights. Originally published in Practical Law: Construction Blog - September 9, 2020....By: Bryan Cave Leighton Paisner
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Bryan Cave Leighton Paisner | Dec 22,2020 |

France Reverses Position on Transfer of Criminal Liability in Mergers

In light of a landmark decision from France’s highest court, acquiring companies will have to give greater consideration to criminal risks potentially weighing on them as a result of the merger. The Cour de cassation (the French Supreme Court) has found that in the context of a merger by absorption, the absorbing company may be held criminally liable for offences committed by the absorbed company prior to the operation. The landmark 25 November decision reverses the French Supreme Court’s pri...
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Latham & Watkins LLP | Dec 22,2020 |

Cadent Therapeutics Acquired by Novartis for Up to $770 Million

Cadent Therapeutics, a Cambridge, Massachusetts-based, privately held clinical stage biopharmaceutical company focused on the development of therapies for the treatment of cognitive, mood, and movement disorders, announced on December 17, 2020, that Novartis will acquire all of the outstanding capital stock of Cadent Therapeutics....By: Rothwell, Figg, Ernst & Manbeck, P.C.
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The Utility Planning and Investment Cycle

The utility planning and investment cycle begins with planning to comply with Federal reliability standards, proceeds through Integrated Resource Planning reviews at the Commission level, then results in Siting Act proceedings to certificate the construction of new facilities. The utility’s investment in the new facilities is recovered through rate proceedings that follow the commencement or completion of construction....By: Womble Bond Dickinson
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Womble Bond Dickinson | Dec 22,2020 |

Revirement de jurisprudence en matière de transfert de responsabilité pénale dans le cadre d’opérations de fusion-absorption

Le 25 novembre 2020, la Cour de cassation a opéré un revirement de jurisprudence important pour la pratique des affaires, en décidant que la responsabilité pénale d’une société absorbée, de nature à donner lieu à une peine d'amende ou de confiscation, pouvait désormais être transmise à la société absorbante dans le cadre d'une opération de fusion-absorption entre sociétés commerciales. Les due diligence pré-fusions en matière de conformité et de risque pénal deviennent d'autant plus nécessaires...
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Mergers and transfer of criminal liability: reversal of the case law of the criminal division of the Court of Cassation for transactions carried out after 25 November 2020

In a decision dated 25 November 2020, the Criminal Chamber of the French “Cour de Cassation” decided to reverse its case law on the transfer of criminal liability resulting from a merger by way of absorption....By: Orrick, Herrington & Sutcliffe LLP
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Dear YouDig? The Abominable Ate My Project – Builder’s Risk Insurance

Dear YouDig? We are thrilled to be adding a four story children’s wing to our hospital. Construction was progressing well and near completion. Last week a blizzard with sub-zero temperatures blew through. When we returned to the site after the storm it looked like the abominable snow man wreaked havoc on our new wing. Power went out. Pipes froze and burst on the top floor......By: Buckingham, Doolittle & Burroughs, LLC
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Philips Acquires BioTelemetry for $2.8B

Royal Philips NV acquired BioTelemetry, Inc. for $2.8 billion US dollars. Headquartered in Malvern, Pennsylvania, BioTelemetry provides cardiac diagnostics and monitoring tools that, according to the press release, are expected to add to Philips’ line of hospital-based patient monitoring solutions....By: Knobbe Martens
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Knobbe Martens | Dec 22,2020 |

Warning to Directors of Selling Companies: Breach of Fiduciary Duty Liability May Exist for Failure to Investigate and Ensure Solvency of Company Post-Closing and Propriety and Effect of All Related Transactions (But You Can Protect Yourself)

A recent ruling from the United States District Court for the Southern District of New York sent shock waves through the legal and financial community, with some shouting that this “could be a gamestopper for the private equity business.” Although the ruling in In re Nine West LBO Securities Litigation breaks new ground and arguably narrows the protections available to directors under the normally-broad business judgment rule, there are clear lessons others can take from this saga to prevent a...
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Weil, Gotshal & Manges LLP | Dec 21,2020 |

2020 – an unprecedented year for Thai competition law

2020 has been one of the most eventful and unprecedented years for competition law in Thailand. This year, four public hearings have taken place, three industry-specific regulations on unfair practices were issued, the dominance thresholds were amended, the authority has published a detailed merger control manual, and two pre-closing merger approvals were issued – with one landmark case leading to remedies....By: Allen & Overy LLP
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Allen & Overy LLP | Dec 21,2020 |
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