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This article focuses on how to pay the “Acquisition Consideration,” the purchase price for the business being acquired, with cash, stock, assumption of debt, a combination, or some other form of payment. Following the discussion are “Deal Points” on important considerations in the purchase or sale of a business: what to do, and what at all costs not to do.

Discover how to handle alcohol-related issues that every company must address, from meetings and social events to HR issues. What is the three-tier system and how does it work, including restrictions on marketing practices, licensing, etc.? What is the regulatory framework (state and federal) for becoming part of the industry and/or having an event where alcohol is served? What is the liability of businesses that host events where alcohol is served to the public or to employees (i.e. driving while intoxicated, personal injury, etc.)? Speakers will discuss workplace drug and alcohol programs and policies and provide sample materials.

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This article will focuses on an Acquiror’s financing of an M&A transaction, whether through cash, use of existing Acquiror stock, issuance of new Acquiror stock, debt, assumption of Target debt or some combination thereof.

This article focuses on Public M&A, in which Target is a public reporting company under the Exchange Act.

This Top Ten examines ten hot-button privacy and data security issues and presents questions to help you gauge whether your organization is at risk, in the U.S. or abroad.

This ACC guide provides a Q&A that gives a high level overview of board composition, the comply or explain approach, management rules and authority, directors' duties and liabilities, transactions with directors and conflicts, company meetings, internal controls, accounts and audit, institutional investors and reform proposals in Canada.

SPACs (“Special Purpose Acquisition Companies”) burst into mainstream popularity in 2020 as a financing alternative to traditional Initial Public Offerings (“IPOs”) and private placements after years of on-again-off-again vogue. While SPACs are not for every business financing need, they have largely shed an earlier sometimes negative reputation and emerged as a mainstream alternative in the palette of financing options. This article discusses SPACs and “Deal Points” on important considerations in the SPAC IPO and business combination process and what at all costs not to do.

It was the talk of the legal world: Siemens' agreement to a $1.6 billion settlement with the US and German authorities. Investigate what went wrong and what lessons can be gleaned.

This Leading Practices Profile, which updates 2010’s Leading Practices in Privacy and Data Protection: What Companies Are Doing, examines the data security and privacy practices of six companies with operations spanning the globe.

General counsel are expected to not only be lawyers but also leaders of a team. Legal acumen is honed through years of law firm and in-house practice, but a high-profile leadership position demands additional skills. From setting the strategic vision to building relationships and developing talent, learn what it takes to lead a law department.

Are you an old-story leader or a new-story leader? Find out where you stand in the spiritual awakening that is stirring in the workplace and why you should care.

That first year as general counsel can be pretty rough. But when it comes to Canadian law, there are some things you don't have to learn the hard way.

Public companies and their in-house counsel face new challenges as activist shareholders are demanding a greater voice in the boardroom. At the same time, engaged shareholders and their counsel tread the mine field of regulation as they seek to influence the governance agenda in the companies they own and to hold boards and management accountable for underperformance. Recently, some of the most high profile proxy contests have involved U.S. hedge funds targeting Canadian public companies. In this panel, hedge fund in-house counsel will face off against public company in-house counsel, fresh from their recent battles, to share their experiences and insights gained. Outside counsel with experience on both sides of the fight will discuss how in-house counsel can successfully steer their boards and management through the process.

This article on mergers and acquisitions (M&A) reviews the principal U.S. tax considerations influencing M&A transaction structuring. Following the discussion are “Deal Points” on important considerations in the purchase or sale of a business: what to do, and what at all costs not to do.

In this article, in-house counsel can learn more about investing in businesses based in Canada and developing commercial relationships. This resource was published by Meritas in 2019.

This article focuses on one of the three principal types of transactions used in merges and acquisitions (M&A), a Stock Purchase, and discusses specific issues and attributes of Stock Purchase deals, and in section III, reviews the common elements of Stock Purchase Agreements, the main transaction document used to put a Stock Purchase deal together. Following the discussion are “Deal Points” on important considerations in the purchase or sale of a business: what to do, and what at all costs not to do.

In 2018, the newly updated General Data Protection Regulation will be implemented in the European Union. To dispel confusion and concerns among international GC, the Docket’s September cover story offers insight to help prevent any penalties that companies may unwittingly incur.

Privacy laws are proliferating. This session will discuss how to implement a global privacy compliance program to address the EU Directives, as well as current updates and implementation of key country privacy laws, such the Personal Information Privacy Act in South Korea and similar laws in Malaysia and other Asian countries. This session will also address equally important US state law privacy developments.