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Delaware Law Developments 2017: What All Business Lawyers Need to Know

Released on: Aug. 3, 2017
Running Time: 05:50:45

Delaware law continues to play a critical role in U.S. corporate and securities law, particularly in today’s challenging and changing business environment.  This unique annual program focuses on the important Delaware corporate law developments over the past year and the practical impact on your corporate or legal practice. The very top Delaware corporate law experts from the Delaware judiciary, leading law firms and corporations, and academia, will examine the latest case law and practical trends and share their real-world experiences, insights and advice on the issues of greatest concern to the corporate/securities legal community. This program is designed for outside counsel, corporate counsel, corporate directors, corporate committee members, investment bankers, consultants and other professionals who need to know the latest developments and important issues in Delaware corporate law.

You will learn:

  • Recent developments in Delaware law: a discussion of recent opinions of the Delaware Supreme Court and Court of Chancery by leading Delaware practitioners
  • A discussion with M&A Practitioners
  • Delaware law developments – an Academic view
  • A look at recent developments in Appraisal Law
  • Ethical Issues in Delaware law (receive one hour of ethics CLE credit!)
Lecture Topics [Total time 05:50:45]

Segments with an asterisk (*) are available only with the purchase of the entire program.

  • Introduction* [00:03:47]
    Chancellor Andre G. Bouchard, Stephen P. Lamb, Gregory P. Williams
  • Recent Developments in Delaware Law [01:32:09]
    Gregory P. Williams, Gary A. Bornstein, Catherine G. Dearlove, William M. Lafferty, Scott Luftglass, Theodore N. Mirvis, Pamela S. Tikellis
  • Delaware Law – An Academic Perspective [00:50:39]
    Chancellor Andre G. Bouchard, Robert J. Jackson, Jr., Prof. Edward Rock, Guhan Subramanian
  • The Deal – A View of Delaware Law Developments from M&A Practitioners [01:06:11]
    Gregory P. Williams, Scott A. Barshay, R. Scott Falk, William D. Regner, Robert E. Spatt
  • Recent Developments in Appraisal Law [01:15:00]
    Stephen P. Lamb, A. Thompson Bayliss, P Clarkson Collins, Christine Mackintosh, Marcus E. Montejo
  • Delaware’s “take” on Key Ethical Issues Facing Lawyers [01:02:59]
    C. Evan Stewart

The purchase price of this Web Program includes the following articles from the Course Handbook available online:


  • COMPLETE COURSE HANDBOOK
  • Corporate & Alternative Entities Companion 2017–2018
    William M. Lafferty
  • Takeover Law and Practice
    Theodore N. Mirvis
  • Recent Appraisal Decision Relies Solely on Merger Price to Determine “Fair Value”—And May Suggest Greater Receptivity to Downward Adjustments to Exclude Value of Synergies—Merion v. Lender Processing
    Scott Luftglass
  • Reaffirmation That Stockholder Vote Will Cleanse Non-Conflicted Controller Transactions and Even Those Transactions Approved By Boards That Allegedly Were Not Independent and Disinterested—Merge Healthcare
    Scott Luftglass
  • Court of Chancery Confirms Narrow Path for Success of Post-Closing Disclosure Claims—Nguyen v. Barrett
    Scott Luftglass
  • Court of Chancery Confirms Directors’ Self-Interest Does Not Exclude “Cleansing” Under Corwin—And Disclosure Is Sufficient If Stockholders Can “Stitch Together the Facts” to Infer Self-Interest—Columbia Pipeline
    Scott Luftglass
  • In Our View, Dell Has Not Increased the Risk of an Appraisal Award Higher than the Merger Price—But Highlights that a “Meaningfully” Competitive Sale Process Is the Key to Reducing the Risk
    Scott Luftglass
  • In Appraisal Case Involving Unusual Business Uncertainty, the Court of Chancery Rejects Sole Reliance on the Merger Price Despite “Robust” Sale Process—DFC Global
    Scott Luftglass
  • Unusual Facts Preclude “Cleansing” of Stockholder-Approved Merger, But the Power of Corwin Continues—Saba Software
    Scott Luftglass
  • Solera Decision Underscores (Again) Difficulties of Challenging a Transaction That Was Approved by Disinterested Stockholders
    Scott Luftglass
  • Court of Chancery Notes Uncertainty Whether Unocal Heightened Scrutiny Applies in Corwin Stockholder-Approved Transactions—Paramount Gold & Silver
    Scott Luftglass
  • Further Confirmation that Obtaining Post-Closing Damages in Non-Controller M&A Transactions Will Be Very Difficult for Plaintiffs—Comstock and Larkin
    Scott Luftglass
  • No Eruption—Delaware Supreme Court Upholds Volcano Decision Applying Corwin Doctrine to 251(h) Tender Offers (February 10, 2017)
    R. Scott Falk
  • Earnouts—(Be)Devil is in the Detail (March 30, 2017)
    R. Scott Falk
  • Just How Preferred is Your Preferred? (May 9, 2017)
    R. Scott Falk
  • Selected Legal Issues Relating to the Selection and Implementation of Differing Forms of Consideration in M&A Transactions (March 13, 2017)
    Robert E. Spatt
  • Social Issues in Selected Recent Mergers and Acquisitions Transactions, 2003–2017 Supplement (April 26, 2004, and March 16, 2017)
    Michael T. Holick, Kenneth E. Young, Robert E. Spatt, John Finley, Callistus N. Udalor, Lily A. Picon
  • The Four-Ring Circus—Round Twenty-One; A Further Updated View of the Mating Dance Among Announced Merger Partners and an Unsolicited Second or Third Bidder (March 24, 2017)
    Eric M. Swedenburg, Robert E. Spatt
  • ‘Exes’ and the Attorney-Client Privilege
    C. Evan Stewart
  • Attorney-Client Privilege: Misunderestimated or Misunderstood? (October 20, 2014)
    C. Evan Stewart
  • Judge Gets Common Interest Privilege Spot-On! (April 7, 2015)
    C. Evan Stewart
  • Ohio Takes a Bite Out of the Big Apple (September 7, 2012)
    C. Evan Stewart
  • Caveat Corporate Litigator: The First Circuit Sets Back the Attorney Work Product Doctrine (Summer 2010)
    C. Evan Stewart
  • Good Golly Miss Molly!: The Attorney Work Product Doctrine Takes Another Hit (Winter 2012)
    C. Evan Stewart
  • The D.C. Circuit: Wrong and Wronger! (Winter 2015)
    C. Evan Stewart
  • A Tale of Two Judges (Summer 2012)
    C. Evan Stewart
  • Lawyers and the Border Patrol: The Challenges of Multi-Jurisdictional Practice (Summer 2011)
    C. Evan Stewart
  • Navigating State-Based Ethics Rules and Sarbanes-Oxley Requirements (September 21, 2015)
    C. Evan Stewart
  • Whistleblower Law: What Rights Do Ratting Lawyers Have? (March 14, 2014)
    C. Evan Stewart
  • The Rivera Precedent: What You Don’t Know Can Hurt You (May 2015)
    C. Evan Stewart
  • Squaring the Circle: Can Bad Legal Precedent Just Be Wished Away? (Winter 2014)
    C. Evan Stewart
  • “Positively 4th Street”: Lawyers and the “Scripting” of Witnesses (Summer 2014)
    C. Evan Stewart
  • Thus Spake Zarathustra (And Other Cautionary Tales for Lawyers) (Winter 2010)
    C. Evan Stewart
  • Mad Dogs and Englishmen (Summer 2013)
    C. Evan Stewart
  • Finders Keepers, Losers Weepers? (Summer 2016)
    C. Evan Stewart
  • The End of Conflicts of Interest?: Courts Warm Up to Advance Waivers
    C. Evan Stewart
  • The Legal Profession and Conflicts: Ain’t No Mountain High Enough? (Fall 2007)
    C. Evan Stewart
  • “Here’s Johnny!”: Carnacing the Future of the SEC’s Preemption Overreach (April 28, 2014)
    C. Evan Stewart
  • “Pigs Get Fat, Hogs Get Slaughtered: Keeping Lawyers Out of the Slaughterhouse” (Summer 2015)
    C. Evan Stewart
  • In-House Counsel as Whistleblower: A Rat Without a Remedy? (August 21, 2008)
    C. Evan Stewart
  • Ethics Corner: “Inadvertent Disclosure—Traps Await the Unwary”

Presentation Material


  • Recent Developments in Delaware Law
    Catherine G. Dearlove
  • Recent Developments in Delaware Law
    William M. Lafferty, Scott Luftglass
  • Recent Developments in Delaware Law
    Theodore N. Mirvis
  • Delaware Law - An Academic Perspective
    Chancellor Andre G. Bouchard, Robert J. Jackson, Jr., Prof. Edward Rock, Guhan Subramanian
  • Recent Developments in Appraisal Law
    A. Thompson Bayliss
  • Recent Developments in Appraisal Law
    A. Thompson Bayliss
Co-Chair(s)
Chancellor Andre G. Bouchard ~ Chancellor, Delaware Court of Chancery,
Stephen P. Lamb ~ Former Vice Chancellor, Delaware Court of Chancery, Paul, Weiss, Rifkind, Wharton & Garrison LLP
Gregory P. Williams ~ Richards, Layton & Finger, P.A.
Speaker(s)
Scott A. Barshay ~ Paul, Weiss, Rifkind, Wharton & Garrison LLP
A. Thompson Bayliss ~ Abrams & Bayliss LLP
Gary A. Bornstein ~ Cravath, Swaine & Moore LLP
P Clarkson Collins ~ Partner, Morris James LLP
Catherine G. Dearlove ~ Richards, Layton & Finger, P.A.
R. Scott Falk ~ Kirkland & Ellis LLP
Robert J. Jackson, Jr. ~ Professor of Law and Director, Columbia Program on Corporate Law and Policy,
William M. Lafferty ~ Morris, Nichols, Arsht & Tunnell LLP
Scott Luftglass ~ Partner, Fried Frank Harris Shriver & Jacobson
Christine Mackintosh ~ Director, Grant & Eisenhofer
Theodore N. Mirvis ~ Wachtell, Lipton, Rosen & Katz
Marcus E. Montejo ~ Prickett, Jones & Elliott, P.A.
William D. Regner ~ Debevoise & Plimpton LLP
Prof. Edward Rock ~ New York University School of Law
Robert E. Spatt ~ Simpson Thacher & Bartlett LLP
C. Evan Stewart ~ Cohen & Gresser LLP
Guhan Subramanian ~ Harvard Law School
Pamela S. Tikellis ~ Chimicles & Tikellis LLP
General credit information about this format appears below. For credit information specific to this program, please choose your jurisdiction(s) in the Credit Information box on the right-hand side of this page.

PLI’s live and on-demand webcasts are single-user license products intended for an individual registrant only. Credit will be issued only to the individual registered.


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Experienced Attorneys:  All PLI products can fulfill New York’s CLE requirements for experienced attorneys. There is no limit to the number of credits an attorney can earn via PLI products.

Newly Admitted Attorneys:  PLI’s transitional on-demand web programs can be used to fulfill the requirements for New York newly admitted attorneys. Only professional practice and law practice management credits may be earned via transitional on-demand web programs. Ethics and skills credits may not be earned via on-demand web programs.

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Rhode Island:  PLI’s on-demand web programs qualify as “on-demand” credit. Attorneys are limited to 3 on-demand credits per reporting period.

South Carolina:  PLI’s on-demand web programs qualify as “alternatively delivered” credit. Attorneys are limited to 6 credits of alternatively delivered programs per reporting period.

Tennessee:  PLI’s on-demand web programs qualify as “distance learning” credit. Attorneys are limited to 8 credits of distance learning per reporting period.

Texas:  All PLI products can fulfill Texas’ CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

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Vermont:  PLI’s on-demand web programs qualify as “self-study” credit. Attorneys are limited to 10 credits of self-study per reporting period.

Virgin Islands:  All PLI products can fulfill the Virgin Islands’ CLE requirements. There is no limit to the number of credits an attorney can earn via PLI products.

Virginia:  PLI’s on-demand web programs qualify as “pre-recorded” credit. Attorneys are limited to 8 credits of pre-recorded programs per reporting period.

Washington:  PLI’s on-demand web programs qualify as “A/V” credit. Attorneys are limited to 22.5 credits of A/V programs per reporting period.

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Wisconsin:  PLI’s on-demand web programs qualify as “repeated, on-demand” credit. Attorneys are limited to 15 credits of repeated, on-demand programs per reporting period. No ethics credits can be earned via on-demand web programs.

Wyoming:  PLI’s on-demand web programs qualify as “self-study” credit. Attorneys are limited to 6 credits of self-study per reporting period.


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HR Recertification (HRCI):  PLI’s on-demand web programs may fulfill HR credit requirements.

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Compliance Certification Board (CCB):  PLI’s on-demand web programs qualify as “self-study” credit. Candidates are limited to 10 self-study credits per 12-month period, and certification holders are limited to 20 self-study credits per 2-year renewal period.

Certified Anti-Money Laundering Specialists Certification (CAMS):  PLI’s on-demand web programs are not approved for CAMS credit.

New York State Social Worker Continuing Education (SW CPE):  PLI’s on-demand web programs are not approved for SW CPE credit.

American Bankers Association Professional Certification (ABA):  PLI’s on-demand web programs may fulfill ABA credit requirements.

 

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“Having the leading practitioners of Delaware law serve as instructors always makes the program on developments in Delaware law an essential course for corporate lawyers.” – 2016 Attendee

“Very nice panel of judges and practicing lawyers with practical advice and guidance.  Enjoyed the program.” – 2016 Attendee


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