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Results from: TheCorporateCounsel.net
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08-1394 Skilling v. United States (06/24/2010) Published: 2025-02-05 15:04:05... Skilling asserts the District Court should not have accepted jurors' promises of fairness. ... regarding jurors' backgrounds, opinions, and news sources, gave the court a ...
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Microsoft Word - v5 Administration Releases Its Plan.doc Published: 2009-06-19 14:16:23... Fairness would suggest that there is a divergence of opinion on the effectiveness and economic impact of such regulation. For example, the blizzard of consumer protection ...
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Plan Sponsors Beware: The U.S. Supreme Court Just Eased Requirements... Published: 2025-05-02 12:20:39... From a policy standpoint, the Court was persuaded by the participants' fairness argument ... While the opinion expresses serious concerns about triggering "an avalanche of meritless ...
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Accessing the US Capital Markets - Non U.S. Issuers Published: 2009-04-03 11:10:58... services and design and implementation, or appraisal or valuation services; * fairness opinions or contribution-in-kind reports; * actuarial services, internal audit outsourcing ...
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Cover Page.doc Published: 2003-07-10 20:55:56... during a financial statement audit; * appraisal and valuation services, fairness opinions or contribution in kind reports, unless it is reasonable to conclude that the ...
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NYSCEF DOC. NO. 80 Published: 2018-04-16 14:52:49... XC has not relied on any fairness opinion issued by any financial advisor to FH in respect of the Transactions. ARTICLE 3. REPRESENTATIONS AND WARRANTIES OF FH Except as (X) set ...
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U.S. Equity Markets for Foreign Issuers: Published: 2007-05-07 11:57:02... implementation; (iii) appraisal or valuation services, fairness opinions, or contri- bution-in-kind reports; (iv) actuarial services; or (v) internal audit outsourcing services. ...
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Cover:Layout 1.qxd Published: 2007-05-07 10:57:56... and implementation; (iii) appraisal or valuation services, fairness opinions, or contribution-in-kind reports; (iv) actuarial services; or (v) internal audit outsourcing services. ...
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I Published: 2008-06-26 13:56:13law exception to the Class Action Fairness Act (CAFA) general grant of federal ... Amalya L. Kearse, over a dissenting opinion written by Judge Rosemary S. Pooler, the ...
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Microsoft Word - 2009-01-22 _v 2_ Guidance for Auditors of Smaller... Published: 2025-02-27 11:59:04... To express an opinion on the fairness with which the financial statements present, in all material respects, financial position, results of operations, and its cash flows in ...
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Alert Memo Published: 2006-02-27 10:15:00... (communications relating to a tender offer) under the Exchange Act and Item 1015 of Regulation M-A (disclosure relating to fairness opinions and the underlying analyses). ...
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FIDUCIARY DUTIES AND CLIMATE CHANGE IN THE UNITED STATES Sarah... Published: 2023-05-11 15:42:40... that the Delaware directors were grossly negligent. The court did not require a fairness opinion by outside investment bankers as a matter of law, although that would have been ...
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This sample questionnaire is the work product of a national coalition... Published: 2022-01-11 15:56:08... in a savings and loan conversion or a bank offering or the preparation of a fairness opinion pursuant to Rule 13e-3; and (b)advisory or consulting services provided to the ...
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INSIGHTS Published: 2020-05-12 17:05:11... commenc- ing with the 1994 opinion in Kahn v. Lynch Communication Systems, Inc. 2 In Lynch, the Court held that the rigorous entire fairness standard of review-requiring an ...
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FIDUCIARY DUTIES AND CLIMATE CHANGE IN THE UNITED STATES Sarah... Published: 2021-10-27 16:09:28... that the Delaware directors were grossly negligent. The court did not require a fairness opinion by outside investment bankers as a matter of law, although that would have been ...
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Delaware Supreme Court Provides Much-Anticipated Clarity on.... Published: 2025-02-07 09:18:58... non-ratable benefit triggering entire fairness review [and that] given that ... Importantly, the court notes in a footnote to the opinion that if directors or controllers ...
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<<Brochure Title>> Published: 2017-02-16 17:59:39... if the transaction value exceeds a higher threshold amount, the Issuer obtains a fairness opinion from an independent investment bank, accounting or appraisal firm (although often ...
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Microsoft Word - LitFeb07_revised.DOC Published: 2007-02-11 16:52:42... of order and fairness; finality and clarity; and orders with penal consequences. STIKEMAN ELLIOTT LLP: LITIGATION UPDATE, FEBRUARY 2007 3 A Difference of Opinion The difference ...
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_kn103!.DOC Published: 2004-02-26 20:25:10... The committee shall be organized such that the fairness and independence of the nomination pro- cess are ensured. (II.3.1) The opinions of shareholders other than the controlling ...
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Microsoft Word - PCAOB Release No. 2003-017 Proposal - Internal... Published: 2003-10-14 14:49:54... In a financial statement audit, the auditor attests to the fairness of a company's ... Nevertheless, the integrated audit results in two opinions: one on internal control over ...
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I Published: 2003-07-11 01:08:58... systems design and implementation; (3) appraisal or valuation services, fairness opinions, or contribution-in-kind reports; (4) actuarial services; (5) internal audit ...
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C:\Users\MWBARK~1\AppData\Roaming\SoftQuad\XMetaL\7.0\gen\c\CHOICE... Published: 2025-06-23 09:33:51... Subtitle B-Administrative Enhancements Sec. 721. Advisory opinions. VerDate 0ct 09 2002 ... Sec. 722. Reform of Consumer Financial Civil Penalty Fund. Sec. 723. Agency pay fairness. ...
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TheCorporateCounsel.net's Non-GAAP Financial Measures Handbook Published: 2025-05-29 10:59:18... 2025-2026 EP Executive Press, Inc. * Item 1015 of Regulation M-A (requiring disclosure of appraisals, fairness opinions and other third-party reports under certain circumstances). ...
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UNITED STATES PROXY PAPER TM Published: 2014-01-17 17:26:32... is permitted to amend the offer, reduce the offer, or otherwise change the terms; * There is no fairness opinion requirement; and * There is a low to no premium requirement. ...
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UNITED STATES PROXY PAPER Published: 2014-11-05 12:53:05... is permitted to amend the offer, reduce the offer, or otherwise change the terms; * There is no fairness opinion requirement; and * There is a low to no premium requirement. ...
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UNITED STATES PROXY PAPER Published: 2015-11-16 09:12:44... is permitted to amend the offer, reduce the offer, or otherwise change the terms; * There is no fairness opinion requirement; and * There is a low to no premium requirement. ...
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GUIDELINES UNITED STATES PROXY PAPER(tm) AN OVERVIEW OF THE GLASS... Published: 2016-11-18 18:04:13... is permitted to amend the offer, reduce the offer, or otherwise change the terms; * There is no fairness opinion requirement; and * There is a low to no premium requirement. ...
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Fiduciary Liability Limitations Under Nevada Law Trigger Entire... Published: 2024-02-26 09:55:12Fiduciary Liability Limitations Under Nevada Law Trigger Entire Fairness Review of ... by the law firm Venable LLP. It is not intended to provide legal advice or opinion. ...
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Raising Capital in the United States - a guide to using MJDS... Published: 2021-09-08 11:16:33... systems design and implementation; * appraisal or valuation services, fairness opinions, or contribution-in-kind reports; * actuarial services; * internal audit ...
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Allstate Corporation Published: 2025-04-23 10:06:09... systems design and implementation 3. Appraisal or valuation services, fairness opinions, or contribution-in-kind reports 4. Actuarial services 5. Internal audit ...
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THE LAW SCHOOL HOW MANY FIDUCIARY DUTIES ARE THERE IN CORPORATE... Published: 2009-08-25 10:29:12... rule and the directors were to fail to establish fairness. Some have assumed that damages would follow automatically. I do not believe that is a fair reading of the opinion. ...
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TheCorporateCounsel.net's Social Media Handbook Published: 2025-05-21 12:13:22... Do advisors need to be trained about what they can post on social media about their clients? Answer: A fairness opinion is a highly stylized piece of work that can't be summarized ...
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PROXY PAPER(tm) GUIDELINES AN OVERVIEW OF THE GLASS LEWIS APPROACH... Published: 2017-11-27 11:57:23... is permitted to amend the offer, reduce the offer, or otherwise change the terms; * There is no fairness opinion requirement; and * There is a low to no premium requirement. ...
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UNITED STATES Published: 2018-10-25 12:40:35... is permitted to amend the offer, reduce the offer, or otherwise change the terms; * There is no fairness opinion requirement; and * There is a low to no premium requirement. ...
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UNITED STATES Published: 2019-11-04 17:32:25... is permitted to amend the offer, reduce the offer, or otherwise change the terms; * There is no fairness opinion requirement; and * There is a low to no premium requirement. ...
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UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK IN... Published: 2005-01-25 15:28:56... to dismiss that pleading were resolved in an Opinion of May 19, 2003. In re WorldCom, Inc. ... A fairness hearing on the $2.575 billion settlement was held on November 5, 2004, and the ...
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Corporate Governance Factbook Published: 2014-04-29 16:46:34... the company's interest in entering into the transaction and on its substantial fairness. The opinion of the committee is not binding for the body responsible to approve the RPT - ...
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11-1085 Amgen Inc. v. Connecticut Retirement Plans and Trust... Published: 2013-03-01 16:15:37... and dissenting in part), and "considera- tions of fairness, public policy, and probability," id., at 245 (majority opinion), to allow claims that otherwise would have been ...
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Bingham McCutchen Landmark Ruling Holds American Pipe Tolling... Published: 2011-03-29 17:41:06... equitable considerations" of fairness, judicial economy and needless ... the statute of repose now have a well-reasoned opinion on which to base their conclusion. ...
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United States Published: 2021-11-18 10:53:57... is permitted to amend the offer, reduce the offer, or otherwise change the terms; * There is no fairness opinion requirement; and * There is a low to no premium requirement. ...
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Stage Published: 2011-04-26 20:38:54... opinion was appropriate because district courts should conduct "rigorous analysis" of class certification requirements in order to balance judicial economy with fairness to ...
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Microsoft Word - New DOJ FCPA Opinion Procedure Release as Enforcemen... Published: 2009-08-14 22:25:31... government to ensure transparency and fairness in the selection process-the recipients ... Rising FCPA Enforcement The issuance of Opinion Procedure Release 09-01 comes at a time ...
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Microsoft Word - 350_200803271805580460.doc Published: 2008-04-03 17:28:51... That is, the Court would determine the fairness of the settlement as a whole before, and ... For the reasons set forth in this Opinion, we conclude that the Court of Chancery ...
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Second Circuit Reverses District Court's Rejection of Regulatory Published: 2014-06-05 13:35:22The four factors to be considered in evaluating "fairness and reasonableness" include: ... omitted).) In a two-page concurring opinion, Judge Lohier embraced limiting a ...
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Director Independence Handbook Published: 2025-06-11 09:50:25... If so, can you still hire their firm to do acquisitions, or to do fairness opinions? I'm thinking through these issues, including potential conflicts of interest. Answer: It ...
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AVOIDING PERSONAL LIABILITY: A GUIDE FOR DIRECTORS AND OFFICERS Published: 2015-04-13 16:51:22... Endeavoring to satisfy the entire fairness standard requires extensive discovery, a trial ... RELIANCE ON REPORTS AND OPINIONS Another significant substantive protection available to ...
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UNITED STATES Published: 2020-11-24 18:20:53... is permitted to amend the offer, reduce the offer, or otherwise change the terms; * There is no fairness opinion requirement; and * There is a low to no premium requirement. ...
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2025 Benchmark Policy Guidelines Published: 2025-03-21 12:08:41... is permitted to amend the offer, reduce the offer, or otherwise change the terms; * There is no fairness opinion requirement; and * There is a low to no premium requirement. ...
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United States Published: 2022-11-18 12:20:07... is permitted to amend the offer, reduce the offer, or otherwise change the terms; * There is no fairness opinion requirement; and * There is a low to no premium requirement. ...
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2024 Benchmark Policy Guidelines Published: 2023-11-16 15:57:07... is permitted to amend the offer, reduce the offer, or otherwise change the terms; * There is no fairness opinion requirement; and * There is a low to no premium requirement. ...