The Internal Revenue Code imposes a variety of limitations and obstacles to individual taxpayers’ ability to deduct certain types of losses. There are generally three different types of losses covered...
A mezzanine loan is a type of subordinate loan that is indirectly secured by real property. Unlike a mortgage loan, which is directly secured by real property, a mezzanine loan is secured by a pledge of...
Rely on this new visual checklist from Practical Guidance – Healthcare to determine whether a data breach constitutes a reportable breach of protected health information (PHI) under the Health Insurance...
Mergers and asset sales can be viable alternatives for companies in financial distress seeking to avoid bankruptcy. Financially distressed companies also present unique opportunities for investors and...
Check out checklists for necessary steps for cancelling trademark proceedings or issuing a notice of opposition at the Trademark Trial and Appeal Board (TTAB). The checklists include coverage of general...
A board of directors generally owes duties of loyalty and care to a corporation and its stockholders under Delaware law. And in most general matters, the starting point for considering director duties is the business judgment rule, a presumption that in making the decision to effect a merger, sale, or acquisition of a company, the directors and officers acted on an informed basis, in good faith, and in the belief that the action was in the best interests of the corporation. However, the duties a board owes in the context of an M&A transaction, and whether the business judgment rule is applied, depends on circumstances related to the specific transaction, including the transaction type. M&A attorneys must be up to speed on the duties of a board in any given M&A transaction, and Practical Guidance has you covered! Be prepared to advise your clients on board duties in M&A transactions, including merger, stock purchase, and asset purchase transactions, with this board presentation.
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