Law Firm News
Today's Date: Bookmark This Website
Court upholds judge’s finding that Tesla acquisition of Solar City was fair
Headline Topics | 2023/06/06 10:02
Delaware’s Supreme Court has upheld a judge’s decision in favor of Tesla CEO Elon Musk in a lawsuit challenging the electric car maker’s $2.4 billion acquisition of a solar panel company founded by two of his cousins.

The court on Tuesday rejected arguments from a group of Tesla shareholders that a Chancery Court judge erred in finding that Tesla’s deal to acquire SolarCity in 2016 was “entirely fair.” The judge made that determination even while finding that the process by which Tesla’s board of directors negotiated and recommended the deal to shareholders was “far from perfect.”

While noting errors in the trial court’s fair price analysis, and agreeing that the deal process was not “pitch perfect,” the justices said the record is replete with factual findings and credibility determinations indicating that the acquisition was “entirely fair.”

“We are convinced, after a thorough review of the extensive trial record, that the trial court’s decision is supported by the evidence and that the court committed no reversible error in applying the entire fairness test,” Justice Karen Valihura wrote in the court’s 106-page opinion.

Typically, under Delaware’s “business judgment” rule, courts give deference to a corporate board’s decision-making unless there is evidence that directors had conflicts or acted in bad faith. If a plaintiff can overcome the business judgment rule’s presumption because the deal involved a controlling shareholder or because directors might have been conflicted, the board’s action is subject to an “entire fairness” analysis. That shifts the burden to the corporation to show that the deal involved both fair dealing and fair price.

At the time of the acquisition, Musk owned about 22% of Tesla’s common stock and was the largest stockholder of SolarCity, as well as chairman of its board of directors.

The justices concluded that the findings by former Vice Chancellor Joseph Slights III, which were not challenged by the shareholders, support the conclusion that the overall deal process was the product of fair dealing. The Supreme Court also said that, while Slights failed to explain why and how he relied on Solar City’s stock price on the day the deal was announced, rather than the lower price on the day the deal closed, his fair price analysis did not amount to reversible error.

“The Court of Chancery, after examining all of the expert testimony and fair price evidence, found that the fair price case was not even close,” Valihiura noted.

An attorney for the shareholders argued in March that the Chancery Court judge put too much emphasis on the price Tesla paid for SolarCity, and not enough on the deal process, which the plaintiffs contend was tainted by the failure to appoint an independent committee to negotiate the deal. He also argued that the judge’s analysis of the deal price was flawed and that shareholders who voted to approve the deal were not properly informed, even though the vote was not required under Delaware law.


Islamic scholar acquitted of rape by Swiss court
Headline Topics | 2023/05/24 09:44
A Swiss court on Wednesday acquitted noted Islamic scholar Tariq Ramadan on charges of rape and “sexual constraint,” citing lack of material evidence more than a decade after the alleged actions, contradictory witness statements and what resembled love messages to the accused.

The court said it would pay Ramadan’s lawyers’ fees. It was a first victory for the former Oxford scholar with a worldwide reputation who had a brutal fall from grace with similar accusations still pending in France.

Ramadan faces potential trial in France over allegations by several other women that emerged more than five years ago.

Ramadan, a Swiss citizen, was jailed in February 2018 in France and handed preliminary rape charges over two alleged assaults in France, one in 2009 and another in 2012. A third woman filed a rape complaint against him in March. He was released on bail nine months later.

The outspoken scholar has consistently denied any wrongdoing and filed a lawsuit saying the allegations were false.

In the Swiss case, the court noted that it didn’t pass judgment on Ramadan’s sexual practices or his morality. A statement said the plaintiff’s accusations weren’t corroborated by any material elements, including traces of sperm or blood. It also considered the “the numerous internet exchanges” between the Swiss plaintiff and several people implicated in the French case were “of a nature to influence” what she and witnesses told the court.

The court said that messages the plaintiff exchanged with Ramadan immediately after the acts in question and for weeks later appear more like “messages of love and, above all, make no mention” of her allegations during a night at a hotel.


German court: naked landlord doesn’t justify lower rent
Headline Topics | 2023/04/26 16:46
A German court said Wednesday that a landlord sunbathing naked in the courtyard of his building wasn’t a reason for his tenants to reduce their rental payments.

The case involved a building in an upmarket residential district of Frankfurt, which included an office floor, rented by a human resources company. The company withheld rent because it objected, among other things, to the landlord’s naked sunbathing. In response, the landlord sued.

The Frankfurt state court rejected the company’s reasoning, finding that “the usability of the rented property was not impaired by the plaintiff sunning himself naked in the courtyard.”

It said in a statement that it couldn’t see an “inadmissible, deliberately improper effect on the property.”

Judges were ruling on an appeal against a lower court decision that went in the landlord’s favor, and the tenant had only limited success overall. They found that the tenant had been entitled to reduce rental payments for three months only because of noisy construction work in the neighborhood.

The court said that the spot where the landlord sunbathed could only be seen from the rented office by leaning far out of the window.

It also said the tenant failed to prove that he took the stairs to the courtyard unclothed. “On the contrary, the plaintiff stated credibly that he always wore a bathrobe which he only took off just before the sun lounger,” it said.


Oregon launches abortion hotline offering free legal advice
Headline Topics | 2023/01/26 13:46
Oregon is launching a new abortion hotline offering free legal advice to callers, moving to further defend abortion access after the U.S. Supreme Court overturned Roe v. Wade last summer and eliminated federal protections for the procedure.

The state’s Department of Justice announced the initiative Monday. It is modeled on similar hotlines launched by the attorneys general of New York and Delaware, as states where abortion remains legal have seen an increase in the number of patients traveling from areas where the procedure has been banned or restricted.

“The Hotline will fill an important need in our state for callers to understand the status of our reproductive health laws, including issues related to abortion access,” Oregon Attorney General Ellen Rosenblum said in a news release. “This is especially important because we share a border with Idaho, which has a near-total abortion ban.”

Abortion remains legal at all stages of pregnancy in Oregon, which has worked with California and Washington to promote the West Coast as a safe haven for the procedure.

People can call the anonymous hotline from any state for free legal advice and receive a call back from a lawyer within 48 hours.


[PREV] [1] ..[2][3][4][5][6][7][8][9][10].. [160] [NEXT]
All
Network News
Industry News
Lawyer News
Headline Topics
Blog Updates
Legal Business
Headline Court News
Court Watch News
Interview
Topics
Press Release
Law Opinions
Marketing
Political View
Law School News
Texas’ migrant arrest law w..
Former Georgia insurance com..
Alabama woman who faked kidn..
A Supreme Court ruling in a ..
Court upholds mandatory pris..
Trump wants N.Y. hush money ..
Supreme Court restores Trump..
Supreme Court casts doubt on..
Donald Trump appeals $454 mi..
Dani Alves found guilty of r..
Ken Paxton petitions to stop..
Attorney Jenna Ellis pleads ..
Trump arrives in federal cou..
Why Trump's bid for presiden..
Samsung chief is acquitted o..
Hong Kong court orders China..
Man sentenced to death for a..
Pita Limjaroenrat: Thailand ..
Court in Thailand acquits pr..


   Lawyer & Law Firm Links
Chicago Truck Drivers Lawyer
Chicago Workers' Comp Attorneys
www.krol-law.com
Connecticut Special Education Lawyer
www.fortelawgroup.com
Amherst, Ohio Divorce Lawyer
Sylkatis Law - Child Custody
loraindivorceattorney.com
St. Louis Missouri Criminal Defense Lawyer
St. Charles DUI Attorney
www.lynchlawonline.com
San Francisco Trademark Lawyer
San Francisco Copyright Lawyer
www.onulawfirm.com
Oregon Family Law Attorney
Divorce Lawyer Eugene. Family Law
www.mjmlawoffice.com
 
 
© Law Firm Network. All rights reserved.

Disclaimer: The content contained on the web site has been prepared by Legal News Media as a service to the internet community and is not intended to constitute legal advice or a substitute for consultation with a licensed legal professional in a particular case or circumstance. Blog postings and hosted comments are available for general educational purposes only and should not be used to assess a specific legal situation. Affordable Law Firm Website Design