Business Law and Corporate Law

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Business law and corporate law thought leadership, articles, podcasts, videos and webinars from expert sources across the legal world. Explore insights covering topics that involve business and corporate law produced by specialists working in this area every day.
Article
Saxon Woods: The Supreme Court revisits directors’ duties
A Supreme Court ruling examines whether a director who deliberately delayed a company sale beyond a shareholder agreement deadline breached fiduciary duties under section 172 of the Companies Act 2006, even though he genuinely believed the delay would benefit the company financially. The case clarifies that the good faith requirement extends beyond a director's thought process to encompass their actual conduct, establishing important boundaries for directorial discretion when contractual obligations conflic
United Kingdom Commercial
MR
Mills & Reeve
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Article
EMI Options, Growth Shares Or Both?
For eligible companies, EMI options and growth shares each offer distinct advantages in employee equity incentives. But what happens when you combine them? This analysis explores how EMI can wrap contingent growth-share interests, the valuation principles that must be respected, and why the hurdle, exercise price and performance conditions need to be designed together to avoid accidentally over-gearing management's participation.
United Kingdom Commercial
BS
Burges Salmon
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Article
A Precedent For The Platform Age: The Booking/eTraveli Judgment And Its Implications For Digital M&A
The European General Court has upheld the Commission's prohibition of Booking's acquisition of eTraveli Group, endorsing a novel 'ecosystem' theory of harm that allows intervention even where market share increases are minimal. This landmark ruling significantly expands the Commission's ability to challenge acquisitions by dominant firms in digital markets, establishing that transactions which merely perpetuate existing low levels of competition can constitute significant impediments to effective
United Kingdom Anti-trust
SM
Slaughter & May
Article
Few Surprises, As The CMA Finalises Its Revised Approach To Merger Efficiencies
The UK Competition and Markets Authority has formalised its new approach to assessing efficiency arguments in merger control cases, marking a significant shift toward a more holistic evaluation framework. This updated guidance, which emerged from the CMA's 4Ps initiative, introduces the concept of Rivalry-Enhancing Efficiencies and establishes clearer pathways for merging parties to demonstrate competitive benefits.
United Kingdom Anti-trust
M
Macfarlanes LLP
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Article
IP Problems That Can Kill A Funding Round
Investors often discover during due diligence that startups do not fully own, control, or protect their most valuable assets. From missing assignment agreements to undisclosed open-source obligations, these common intellectual property pitfalls can delay transactions, reduce valuations, or derail funding rounds entirely. Understanding these five critical IP issues before a funding round begins can help both investors and founders reduce risk and preserve value.
United Kingdom IP
KL
Keltie LLP
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