Worldwide: Corporate/Commercial Law

As digital assets become as critical as physical infrastructure in the energy sector, cyber vulnerabilities are escalating with nation-state actors targeting industrial control systems through increasingly sophisticated attacks. Investors and financiers are now embedding dedicated cybersecurity advisors into deal teams and restructuring projects to isolate cyber-exposed assets.

Bringing clarity, consistency, and financial discipline to one of the most negotiated elements of a transaction. Mergers and acquisitions are built around agreed expectations. A buyer agrees to pay a particular price based on its understanding of the business being acquired, while the seller expects to deliver that business under an agreed set of financial and operational conditions. Working capital is naturally an important part of that equation.

State legislatures are rapidly expanding oversight of health care transactions, with eight states enacting new laws targeting private equity involvement, MSO arrangements, and REIT transactions. These regulations introduce complex notice requirements, approval processes, and corporate practice restrictions that fundamentally alter how health care deals must be structured and timed.

At Walkup Law, community involvement includes helping shape the future of the legal profession. Shareholder Khaldoun Baghdadi is actively involved with Just The Beginning – A Pipeline Organization(JTB), a nonprofit dedicated to introducing students to legal careers through mentorship, education, and hands-on learning opportunities.

The Texas Business Court's July 2026 decision in Jeremiah Counsel Corporation v. Ben Young examines how courts navigate the tension between church autonomy principles and statutory corporate governance requirements when religious organizations incorporate under Texas law. This case explores whether Second Baptist Church of Houston properly amended its governing documents to eliminate member voting rights and what remedies, if any, are available to dissenting members under the Texas Business Organizations Co

Tax-exempt nonprofit organizations face complex rules governing their political and public policy activities, but these restrictions are often narrower than commonly believed. Understanding the distinction between permissible education and advocacy versus prohibited campaign intervention is crucial for nonprofits seeking to participate in public discourse while maintaining their tax-exempt status.

Four major policy developments in 2026 have reshaped the landscape of employee benefits and executive compensation, involving significant regulatory changes from the Department of Labor's Employee Benefits Security Administration and the Securities and Exchange Commission. These changes affect 401(k) plan fiduciaries, enforcement priorities, disclosure requirements, and the treatment of Trump accounts under ERISA.

Executive employment agreements require careful attention to interconnected provisions that affect compensation, severance, tax treatment, and post-employment obligations. Understanding how bonus structures...

The Delaware Court of Chancery issued its first interpretation of the 2025 amendments to Section 144 of the DGCL in a derivative lawsuit challenging director compensation decisions at Fidelity National Financial. The decision establishes how courts will apply the amended statute's safe-harbor provisions for conflicted transactions and its presumption of director independence, while confirming that director self-compensation remains subject to heightened judicial scrutiny.

Section 172(1) of the UK Companies Act 2006 requires directors to act in the way they consider, in good faith, would be most likely to promote the company’s success. But what standard of behaviour does this require?

A Delaware Superior Court examined whether a D&O policy's bump-up clause barred coverage for a settlement arising from shareholder claims that merger consideration was inadequate. The court analyzed whether the settlement payment, distributed on a per-share basis to former shareholders, constituted additional merger consideration or compensation for litigation risk.

Derivative lawsuits allow shareholders to pursue legal claims on behalf of corporations when officers or directors fail to act. Understanding the stringent procedural requirements, including pre-suit demand obligations and the business judgment rule's protective scope, is critical for anyone considering or defending against such actions.