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Minnesota has a unique statute that allows minority shareholders in a closely held corporation to initiate an action for a buy-out of their interests. Minn. Stat. § 302A.751, subdivision 2. Under the Minnesota Business Corporation Act, a closely held corporation is a corporation with 35 or fewer...

Welcome to Saul Ewing’s Public Companies Quarterly Update series. Our intent is to, on a quarterly basis, highlight important legal developments of which we think public companies should be aware. This edition is related to developments during the first quarter of 2024. If you would like to discuss...

This checklist highlights certain considerations for companies preparing to file annual reports on Form 10-K for the calendar year ended 2023 and is intended to serve as a focused resource highlighting changes in disclosure requirements and points of emphasis for the Securities and Exchange...

This issue of Saul on ESG: Trends & Updates marks our first update tracking the legal trends and developments around environmental, social and governance (ESG). In recent years, we have been tracking and highlighting changes on the ESG front, but this regular publication will allow us to dive...

On June 27, 2023, the U.S. Supreme Court decided that states can require corporations registered in their state to consent to be sued in the state as a condition of doing business there—even if the facts of a lawsuit occurred several states away and the corporation is not "at home" in the state...

Introduction The Supreme Court of the United States recently clarified the scope of appellate review over "purely legal" issues in cases where no post-trial motions were filed prior to an appeal. In Dupree v. Younger, No. 22-210, the Court unanimously reversed a decision of the United States Court...

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