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Archive by tag: LLPReturn

Chancery Determines Appraisal “Fair Value” Below Merger Consideration, Questions Judicial Notice of Valuation Scholarship

In re Appraisal of Jarden Corp., Consol. C.A. No. 12456-VCS (Del. Ch. July 19, 2019). This decision presents another cautionary tale for stockholders of a target public company who consider seeking statutory appraisal instead of accepting the merger...By: Morris James LLP
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Morris James LLP | Aug 22,2019 |

Good News For Employers: D.C. Circuit Insists On “Hard Look” At Uninjured Class Members At Class Certification Stage

Seyfarth Synopsis: In a decision with far–reaching implications for workplace class actions, the D.C. Circuit recently affirmed the denial of class certification of a Rule 23(b)(3) class on the grounds that the proposed class contained uninjured...By: Seyfarth Shaw LLP
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Seyfarth Shaw LLP | Aug 22,2019 |

Shareholder “Appraisal” Action Can Trigger D&O Insurance Coverage, According to Delaware Court

In a significant ruling of first impression, Solera Holdings, Inc. v. XL Specialty Insurance Co. (“Solera”), the Delaware Superior Court recently held that a corporation might find coverage in its directors and officers (“D&O”) liability insurance...By: K&L Gates LLP
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K&L Gates LLP | Aug 22,2019 |

How Will The CCPA Impact California Employers?

There is a lot of confusion about how the California Consumer Privacy Act (CCPA) will impact California employers. The California legislature is considering AB25, which has been interpreted as eliminating CCPA’s requirements for California employers....By: Fox Rothschild LLP
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Fox Rothschild LLP | Aug 22,2019 |

Delaware Recognizes Reality of Merger Negotiations in Upholding Application of Business ?Judgment Rule

In In re Towers Watson & Co. Stockholders Litigation, 2019 WL 3334521 (Del. Ch. July 25, 2019), the Delaware Court of Chancery applied the business judgment rule to dismiss a stockholder suit challenging the $18 billion merger of equals between...By: Locke Lord LLP
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Locke Lord LLP | Aug 22,2019 |

Class-wide damages model: Ninth Circuit cabins Comcast

Takeaway: In a prior post – Leveraging Comcast – beating predominance where challenged product has some value (April 16, 2019) – we reported on a decision by Judge Lucy Koh of the Northern District of California demonstrating the difficulty of...By: Kilpatrick Townsend & Stockton LLP
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Vacationing While on FMLA Leave Is Not Grounds For Termination

Imagine, an employee in your organization advises that they need to take leave pursuant to the Family and Medical Leave Act to recover from an upcoming surgical procedure. Your organization approves the leave and then you find out that while on leave...By: Burns & Levinson LLP
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Burns & Levinson LLP | Aug 22,2019 |

Fifth Circuit Affirms Enron Broker Not Liable to Employee Stock Option Holders for False or Withheld Information

Ending a more than 15-year-long legal battle, the Fifth Circuit on May 24, 2019, unanimously affirmed the dismissal of a proposed class action against subsidiaries of UBS AG, alleging violations of U.S. securities laws for their role as a broker of...By: Sheppard Mullin Richter & Hampton LLP
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What you should do when PE firm offers to buy your business: Part 1

If you own a successful privately held business, then it is possible you have received a call from a private equity firm telling you that they have specifically targeted you and want to buy your business. You have heard now is a good or even great...By: Thompson Coburn LLP
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Thompson Coburn LLP | Aug 21,2019 |

Perfect Attendance Benefits Interfered With FMLA Rights

Under the Family and Medical Leave Act, employers cannot penalize employees for use of FMLA leave. Earlier this month, the Sixth Circuit Court of Appeals found that an employer’s resetting of a perfect attendance program clock based on FMLA leave...By: Parker Poe Adams & Bernstein LLP
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