Showing 2 posts from January 2018.

Chancery Greenlights Use of Books and Records Demands to Buttress Post-'Corwin' M&A Challenges

Stockholder M&A challenges in the Delaware Court of Chancery have declined in the wake of the well-known Trulia (and its federal corollary Walgreens) and Corwin decisions, which respectively reduced incentives for pre-closing M&A challenges by outlining a strict standard of review for disclosure-only settlements; and confirmed that, regardless of whether the process at issue complied with Revlon, transactions approved by an informed and uncoerced stockholder vote are subject to the protections of the business judgment rule.  Against this backdrop, the Court’s year-end decision in Lavin v. West Corp., C.A. No. 2017-0547-JRS, 2017 WL 6728702 (Del. Ch. Dec. 29, 2017), is of note, as it endorses the use of books and records demands to help stockholders meet Corwin’s pleading demands. More ›

The Tax Cuts and Jobs Act of 2017: A Business Perspective Client Update

Posted In News

The Tax Cuts and Jobs Act of 2017 (the "Act") enacted in December is a sweeping tax package with significant impact on both businesses and individuals. While certain of the Act’s provisions – such as those curtailing state and local/real estate tax deductions going forward – received quite a bit of press suggesting that the Act might raise the tax bills of many individuals, a number of its changes present new planning opportunities for substantial tax savings.

The Tax Cuts and Jobs Act 2017 Newsletter