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Ffdjfkdfjfkfddjdjfjkdjfdjksdd Published: 2008-08-23 11:28:28... When a transaction does not meet the entire fairness standard, the Court of Chancery may ... rulings and submit it, on notice, within fourteen days of the date of this opinion. 49
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Alan L. Beller, Janet L. Fisher and Rebecca M. Tabb Cleary Gottlieb... Published: 2010-09-01 18:32:02The views and opinions expressed in the paper do not necessarily represent the views or ... of investors and investor confidence in the fundamental fairness of the voting process. ...
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Third Edition Published: 2010-02-16 14:50:30... the company may have to be repaid; the fairness of the terms of contracts (such as ... inventory counts in order to issue a "clean" opinion for each of the years under audit. ...
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Hedge Funds in the Crosshairs: The Year in Review Published: 2009-03-16 22:48:16... to the reputation of our markets for fairness and integrity and therefore war- ranted ... The SEC brought insider trading claims and a Section 5 claim. In a January 2008 opinion, ...
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FCPA/Anti-Corruption Developments Published: 2022-02-17 10:04:38...xec-s-fcpa-acquittal-was-faulty. 87 Id. 88 Memorandum Opinion and Order, United States. v. ... chief focus remains on the fundamental fairness of the proceeding." 107 Whether the ...
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Marblegate Asset Mgmt., LLC v. Educ. Mgmt. Fin. Corp. Published: 2017-01-18 18:23:09... Committees." Throughout this opinion, we reference Part VI, published in 1936, ... "Evasion of judicial scrutiny of the fairness 5 of debt-readjustment plans is ...
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A LEGAL FRAMEWORK FOR IMPACT Published: 2022-12-14 10:22:42... 1 Ch 270 which should be understood as a general requirement of fairness (see 1.42 above). ... of the 25 November 2016 abridged joint opinion for ClientEarth of Keith Bryant QC and ...
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D E C E M B E Published: 2020-01-02 20:16:23... explanations would have changed investor opinions. (4) Semler Brossy, 2019 Say on Pay & ... relies on to ensure accountability and fairness in its relationship with stakeholders. ...
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Release No. 33-8138 Published: 2025-01-19 12:04:47... For purposes of the Small Business Regulatory Enforcement Fairness Act of 1996 ... public accounting firm expresses an opinion concerning a registrant's assertion about ...
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Committee Handbook Skadden, Arps, Slate, Meagher & Flom LLP and... Published: 2024-04-04 10:39:16... are subject to the same entire fairness review as any other interested transaction. ... of such suits. * Third-party assessment and opinions regarding compensation decisions. ...
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untitled Published: 2007-09-30 14:33:44... 275 Id. at *21 n.3. 276 The Class Action Fairness Act of 2005 (CAFA), effective February ... have issued dramatically conflicting opinions addressing the way trial courts should ...
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FILED U.S. COURT OF APPEALS ELEVENTH CIRCUIT Published: 2007-05-08 14:24:57... modify or abstain from issuing its audit opinions, when it knew or recklessly turned a ... the restrictions on "the interest of fairness and to manage this litigation effectively." ...
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Microsoft Word - Client Alert- The Proposed New Foundation for... Published: 2009-06-19 14:13:28... Opinion practice may have to change slightly to accommodate any changes in the definitions ... on disclosure as a supplement to clarity standards and fairness standards on products. ...
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IN THIS ISSUE SidleyPerspectives ON M&A AND CORPORATE GOVERNANCE Published: 2016-06-13 14:47:47... Arbitrage Decisions� Under those opinions, an appraisal petitioner that held in ... to invoke the more exacting entire fairness standard, and thereby survive a motion ...
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O:\Slip\WP\2005\05-1240 Chamber20aa.odl.wpd Published: 2006-04-10 10:42:37Notice: This opinion is subject to formal revision before publication in the Federal ... "contributes to the rationality and fairness of agency decisionmaking without ...
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FORUM_Text_Karin2 Published: 2014-08-11 18:32:22... values of transparency, accountability, fairness, and responsibility be respected in ... area is the McKinsey Global Investor Opinion Survey, which was first undertaken in ...
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NE W YO Published: 2020-12-04 14:03:18... To try to minimize differences in opinion, all classifications had to be agreed upon by ... Moog also seeks fairness in total compensation with reference to external comparisons, ...
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Disclosure and Internal Controls: Practical Points on Disclosure... Published: 2019-02-07 13:15:56... as providing that reliance on expert opinions or corporate records shall be deemed to ... by independent coun- sel about the fairness of the procedures and the sub- stance of ...
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Proposed Rule (Release No. 34-56161) Published: 2007-07-27 17:22:27... The AFSCME opinion has created uncertainty regarding the Commission staff's longstanding ... IX. Small Business Regulatory Enforcement Fairness Act For purposes of the Small Business ...
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The Rise of Bankruptcy Directors Jared... Published: 2021-06-22 09:54:36... Examines Its Distressed Navel, BLOOMBERG (May 26, 2017), https://www.bloomberg.com/opinion... to the highest level of scrutiny, entire fairness, as the default standard of review. 36 ...
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Gibson Dunn: U.S. Cybersecurity and Data Privacy Outlook and... Published: 2023-02-14 19:42:54... CFPB, whistleblower complaints, judicial opinions and administrative decisions, state and ... by Congress in the Small Business Regulatory Enforcement Fairness Act ("SBREFA"). ...
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Eye on Privacy 2022 Year in Review.pdf Published: 2023-02-16 15:16:10... As the EDPB recommends, keep in mind concepts of deception and fairness. Related to this, ... This decision follows the EDPB's September opinion on the Commission's draft Korea ...
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Cleary Gottlieb - Selected Issues for Boards of Directors in... Published: 2025-01-28 16:22:06... Historical financial information and fairness statements will not be required in the case ... proposal must include a statement of the director's opinion regarding that resolution. ...
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Proposed Rule: Listing Standards for Compensation Committees Published: 2025-01-30 14:12:16... SMALL BUSINESS REGULATORY ENFORCEMENT FAIRNESS ACT VII. INITIAL REGULATORY FLEXIBILITY ... case, has no relationship which, in the opinion of the issuer's board of directors, would ...
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RESPONSIBILITY TO VOTE PROXIES Published: 2023-04-16 12:52:11... and absolute level of pay, we also assess pay outcomes through the lens of fairness. ... Because portfolio managers may have differences of opinion on portfolio companies and ...
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Sec Lit Newsletter_1Q2007.indd Published: 2007-02-16 09:50:24... do not by themselves render a auditor's opinion materially false and misleading. ... of establishing the entire fairness of the Ovitz employment and termination actions. ...
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THE ROPES RECAP Published: 2019-02-06 14:52:43... court had incorrectly applied the entire fairness standard in a case seeking to enjoin the ... The October 5, 2018 opinion addressed Steves and Sons' request for equitable relief, which ...
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TI rev 3colors.indd Published: 2008-12-18 18:15:14... org/2005/11/08/ca/state/prop/74. of "fairness and reform" in front of adoring ... As Richard Larsen, an opinion writer for the Ventura County Star, put it: If, as polls at ...
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Africa Data Security and Privacy Guide Africa Data Security Published: 2022-09-15 13:51:53... origin of a data subject * The political opinion of a data subject * The religious beliefs ... Data Protection Impact Assessment: * Lawfulness, fairness, and transparency: Personal data ...
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RETHINKING CRIMINAL CORPORATE LIABILITY Published: 2007-05-31 09:30:51... should as a matter of "fairness" be found liable for the conduct of the supervisor. ... As the opinion explained: When a fellow employee harasses, the victim can walk away or ...
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Layout 1 Published: 2024-03-19 10:15:16... generally favor ESG concerns such as fairness at work and environmental protection. ... however; it consists in large part of opinion pieces from right-wing media outlets. ...
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By Anne L. Bruno and Megan N. Gates Published: 2019-01-29 17:38:15... strict "entire fairness" standard of review, even where stockholders ratified the plan. ... assess its disclosure obligations. * When Can the Disclosure of an Opinion Be Actionable? ...
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United States.indd Published: 2008-02-15 11:27:21... Receipt of a bring-down comfort letter and legal opinions from the issuer's and ... The fairness of the presentation in the company's fi nancial statements. The effectiveness ...
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Market Regulation Update 5-26-10.qxp Published: 2010-05-27 12:55:33... Chairman Schapiro focused on the guiding principles of: (1) transparency, (2) fairness, ... is a "seismic shift" for the FSA. In her opinion, criminal prosecutions with custodial ...
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Webcast Published: 2025-01-19 12:04:51... And if they did, we would have to wonder. Now, in fairness, just putting something up in ... That is the classic situation where you put a 4.02 8-K out, in my opinion, because you ...
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ROCK CENTER Published: 2019-10-14 16:52:29... Such a structure is seen as inconsistent with democratic fairness and the principle that ... and Mark Watson, "Global Investor Opinion Survey 2002: Key Findings," McKinsey & ...
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Two Column Newsletter Published: 2009-11-12 18:48:11... against the important public policy goals of due process and fundamental fairness. ... Polk & Wardwell LLP 13 statements, general counsel opinions and other interpretations. ...
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Microsoft Word - 436-2010.doc Published: 2011-06-23 16:58:59... of dismissal and remand the case for further proceedings consistent with this Opinion. ... of honesty, loyalty, good faith and fairness"), overruled on other grounds by ...
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Microsoft Word - 8_201008111710400412.doc Published: 2010-08-16 12:14:30... Westland concedes that the Court of Chancery opinion invokes the proper standard-namely, ... of one's view concerning the wisdom or fairness, from the point of view of the ...
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Taking the long-term view Published: 2019-02-14 16:13:56... In the United Kingdom and Europe, there's an expectation to report on the fairness of the ... can create conflicting objectives and opinions among shareholders and complexity for ...
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Managing algorithmic risks Published: 2017-08-03 13:14:46... cited for shaping and swaying public opinion by creating opinion echo chambers and ... makes it difficult to drive accountability and fairness in the use of algorithms. ...
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Microsoft Word - PCAOB Release No. 2003-015 Adoption - Investigations... Published: 2003-10-02 16:37:46... Notice would serve no purpose that relates to either the efficiency or the fairness of the ... Commenters also cited a district court opinion, S.E.C. v. Whitman, 613 F.Supp. 48 (D.D.C ...
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This newsletter is intended as an information source for the... Published: 2019-09-03 18:32:44... (2017); see also Corporate Governance Fairness Act, S.3614, 115 th Cong. (2018). ... clarifies that Rule 14a-9 extends to opinions, reasons, and recommendations or beliefs ...
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Faster, Stronger, Better. Published: 2021-11-08 11:25:39... the workplace; trust in the marketplace; fairness in our business relationships, honesty ... In making a determination of whether a director has any relationship which, in the opinion ...
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Microsoft Word - 599_201007122038120066.doc Published: 2010-07-15 14:31:12) ) Third-Party Defendants. ) MEMORANDUM OPINION EFiled: Jul 12 2010 4:41PM EDT ... in self-dealing, the traditional entire fairness standard would apply. 80 When, as here, ...
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Securities Class Action Filings 2022 Midyear Assessment Published: 2022-07-27 10:07:49... of fiduciary duties under the entire fairness standard rather than deference under the ... Beaver County Employees Retirement Fund. In this March 2018 opinion, the U.S. Supreme ...
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SECURITIES AND E)[CHANGE COMMISSION Published: 2017-09-29 09:18:39... In some cases, when faced with this problem, counsel have given the opinion that upon the ... Evasion of Judicial scrutiny of the fairness of debt-readjustment plans is prevented by ...
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Ricardo A Published: 2016-03-21 17:21:02... There do not appear to be fairness standards of special relevance to foreign issuers, ... delivery of legal opinions, officers' certificates and the accountants' "comfort" letters. ...
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Ricardo A Published: 2012-10-04 15:07:00... There do not appear to be fairness standards of special relevance to foreign issuers, ... the closing, including delivery of legal opinions, officers' certificates and the ...
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33-8238 Final Rule on Management Reports Published: 2025-01-19 12:04:48... increasing investor confidence in the fairness and integrity of the securities markets. ... public accounting firm expresses an opinion, or states that an opinion cannot be ...