Photo of Rich Bodnar

Call 212.597.2800 or email

Proxy firm Institutional Shareholder Services (ISS) offers a number of proxy guidelines for specific funds, kinds of funds and separate interest groups. We recently wrote about ISS’s sustainability guidelines, which recommend voting in favor of appraisal rights. ISS also provides recommendations for Catholic funds and related entities. Per ISS: “Catholic Advisory Services Recommendation:

Cayman firm Collas Crill has posted this informative analysis of a recent Cayman Grand Court (the first instance court in the Cayman Islands) decision involving questions of discovery and procedure in Cayman appraisal (sometimes known as “fair value” proceedings or dissenters’ rights proceedings). Per Collas Crill, the Grand Court refused to reinvent the wheel when

On February 20th, a panel of Delaware lawyers from some of the state’s most significant firms will provide a webinar discussing updates to Delaware mergers & acquisitions law. Focusing on how recent decisions will impact the drafting and negotiation of deal documents, the webinar will discuss appraisal action, fiduciary duty actions and other

Proxy firm Institutional Shareholder Services’ Sustainability Proxy Voting Guidelines – 2020 Policy Recommendations are public, and include a recommendation that shareholders vote in favor of appraisal rights when they are on the ballot.

ISS observes that some investment funds are taking a view towards incorporating various issues into their voting behavior – including corporate governance,

According to this Financial Times report [$$$], shareholder activist campaigns targeted at M&A activity were at record levels in 2019, comprising almost half of all activist activity in 2019.

M&A activism can take many forms, but perhaps of most interest to those also interested in appraisal is activism that focuses on already announced deals.  A

In reviewing current “hot topics” in M&A, law firm Sullivan and Cromwell writes this about the current state of appraisal, given the continued developments from multiple major appraisal cases in the past couple years:

“Post-Aruba Appraisal Landscape: Following the Delaware Supreme Court’s decision in Verition Partners Master Fund Ltd. v. Aruba Networks, Inc. (April 17

To demand appraisal, at least in Delaware (and to our understanding, the Cayman Islands as well), a shareholder must do more than simply dissent (or at least not vote “for”) the transaction. A shareholder must ‘perfect’ their appraisal rights – in effect, they must take certain mechanical steps to actually demand appraisal.

But because of