Attorneys
Let the Seller Beware: The Seller’s Attorney-Client Privilege Passes to Surviving Corporation in a Merger Under Delaware Law.
January 2014
S. Michael Sirkin
The M&A Lawyer
Mike Sirkin published an article in the January 2014 edition of The M&A Lawyer entitled Let the Seller Beware: The Seller’s Attorney-Client Privilege Passes to Surviving Corporation in a Merger Under Delaware Law. The article addresses the Court of Chancery’s recent Great Hill Equity Partners case, which held that as a matter of Delaware law, control of the attorney-client privilege passes to the acquiror in a merger. The article addresses the implications of Great Hill for transactional lawyers and litigators alike, and proposes sample contract language designed to address the complex, cutting-edge issues presented by the Great Hill decision.
