Sidley is pleased to share the December 2021 issue of Sidley Perspectives on M&A and Corporate Governance, a quarterly newsletter designed to keep you current on what we consider to be the most important legal developments involving M&A and corporate governance matters.
ANALYSIS
- Recent DOJ Criminal and Cyber Fraud Development-Preparing for
the Signaled Step-Up
in Enforcement - SEC Dramatically Changes the Rules for Proxy Contests, Adopts Universal Proxy
- Board Oversight: Key Focus Areas for 2022
JUDICIAL DEVELOPMENTS
- Delaware Court of Chancery Enforces Advance Notice Bylaw Where
Stockholders Failed to
Supply Required Information - Controller's Reliance on a "Sham" Opinion of
Counsel to Effect a Take-Private Leads to
$700M Damages Award - In a Rare Move, Delaware Court of Chancery Enjoins Stockholder
Meeting
for Disclosure Violations - Delaware Supreme Court Confirms Appraisal Rights May Be Waived
Contractually-
Query What Else May Be
CORPORATE GOVERNANCE DEVELOPMENTS
- ISS and Glass Lewis Release Policy Updates for 2022
SEC DEVELOPMENTS
- SEC Proposes to Rescind Final Rules Adopted in July 2020 Regulating Proxy Advisors
- SEC Enforcement Action Targets Inadequate Disclosure of Perks and Stock Pledges
Current and past issues of Sidley Perspectives on M&A and Corporate Governance are available on our website. View the December 2021 issue here and past issues here.
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.