The sources of corporate governance law and regulation in the United States are varied and interrelated. Indeed, US corporate governance practices are also heavily influenced by investor and proxy advisory firm pressures, as well as company-specific factors. There are four key sources of legal...

The emergence of REITs and the continuing consolidation in the real estate markets have resulted in an ongoing stream of mergers and acquisitions involving publicly traded REITs. While Mamp;amp;A transactions involving public REITs have much in common with Mamp;amp;A transactions involving other...

Shareholder activism continues to be a major feature of the global corporate landscape, with 209 activist campaigns against sizeable companies launched globally in 2019.i While the aggregate number of campaigns is down from the record number set in 2018, activism relating to merger, acquisition,...

Six years ago, the board of directors of Airgas Inc. just said no to a takeover bid from Air Products that offered a substantial premium to the company's then trading price. The directors' refusal to redeem the “poison pill” rights plan to allow the Air Products bid to proceed was upheld by...

The REIT sector in the United States has expanded dramatically over the past quartercentury. Until the ‘REIT Revolution' of the 1990s, private sources of capital dominated theUS commercial real estate industry, and publicly traded real estate vehicles such as REITsplayed a relatively small...

The US legal system consists of a combination of state and federal common law, statutory law and rules and regulations of various government agencies, including in the area of securities law and rules applicable to publicly listed companies promulgated by the US Securities and Exchange...

The US legal system consists of a combination of state and federal common law, statutory law and rules and regulations of various government agencies, including in the area of securities law and rules applicable to publicly listed companies promulgated by the US Securities and Exchange...

Although they are among the most common agreements in corporate practice, confidentiality or non-disclosure agreements, and the “standstill” provisions they often include, have historically not had a starring role in mergers and acquisitions litigation. That changed in 2012.Last July, the...

America is a litigious place. Children have sued their parents for having them. Students have sued for higher grades. A man sued his cheating wife to recover his donated kidney. Another who resembled Michael Jordan sued the basketball star for the stress he suffered at being continually mistaken...

To paraphrase the Roman philosophers: "ex Ackman semper aliquid novi." The innovative partnership formed last year between Bill Ackman's Pershing Square hedge fund and Valeant Pharmaceuticals to launch a hostile takeover bid for Allergan, the venerable manufacturer of Botox, stands to net the...