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Client Alert March 27, 2025

Delaware Legislature Codifies Safe Harbors for Controller Transactions and Moderates Inspection Demands

On March 25, 2025, amendments were adopted by the Delaware legislature and signed into law that both lower Delaware courts’ scrutiny of controlling stockholder transactions and moderate the scope of investors’ access to company books and records. 

Client Alert February 27, 2025

Securities Litigation 2024 Year-End Update

This update provides an overview of the major developments in federal and state securities litigation since our 2024 Mid-Year Securities Litigation Update. 

Client Alert February 20, 2025

Delaware Legislature Proposes Overhaul to Controller Transactions, Inspection Demands

The developments follow mounting concerns in Delaware about “DExit”—the actual and potential departures of Delaware-incorporated corporations from the State for jurisdictions perceived to be more friendly to certain types of corporations.

Firm News February 14, 2025

Gibson Dunn Secures Rare Dismissal with Prejudice of Stockholder Derivative Suit for MIH Learning

A Gibson Dunn team obtained a rare dismissal with prejudice of a stockholder derivative suit in the Delaware Court of Chancery on behalf of MIH Learning B.V. (MIH), a subsidiary of global technology private equity firm Prosus N.V.

Client Alert September 4, 2024

Securities Litigation 2024 Mid-Year Update

This update provides an overview of the major developments in federal and state securities litigation since our Securities Litigation 2023 Year-End Update.

Client Alert April 8, 2024

Entire Fairness Remains Default Standard for Conflicted Controller Deals

The Delaware Supreme Court announced that MFW remains the lodestar of earning the business judgment rule’s protections for all conflicted controller transactions, and a single conflict on a special committee can be fatal to those efforts. 

Client Alert February 22, 2024

Securities Litigation 2023 Year-End Update

Our Securities Litigation Update provides an overview of the major developments in federal and state securities litigation during the last quarter of 2023.

Client Alert November 8, 2023

M&A Report – Delaware Court of Chancery Narrows Enforceability of Con Ed Provision

The Delaware Court of Chancery has narrowed the enforceability of a “Con Ed” provision that allows a target company to seek lost stockholder premium as damages resulting from acquiror breach in a failed deal structured as a merger.