Academic Research on No Shop, No Solicitation Clauses

• Gaining Perspective: Directors' Duties in the Context ofNo-ShopandNo-Talk Provisions in MergerAgreements, Burgess, K. J. (2001).Colum. Bus. L. Rev., 431. This paper explains the gaining perspectives as regards the directors duties in the context of No-talk and No-shop provision in the Merger agreements. This paper also explains the no solicitation and the no shop clause.
• When silence is golden: Why the business judgment rule should apply tono-shopsin stock-for-stock mergeragreements, Hanewicz, W. O. (2002). J. Corp. L.,28, 205. This paper explains and argues that the business judgment rules as well as the Unocal enhanced scrutiny should be able to apply for most of the no-shop provisions in the stock-stock merger agreements. This study also argues that there are no such as the no-shop functionality as being different from various defensive measures in some major sectors. In this paper, the cost of judicial intervention is studied as being relatively high inasmuch as the nature of the inquiry served by the court will serve as a comparative risk of error in the scarcity of judicial resources and review.
• No-Shop Clauses, Balz, K. F. (2003). No-Shop Clauses.Del. J. Corp. L.,28, 513. This research paper explains the no shop clause and some basic aspect of the no-shop clause. According to this paper, various assumptions was developed which helped to explain the No-shop clause. 
• ShoppingDuring Extended Store Hours: FromNo Shopsto Go-Shops-The Development, Effectiveness, and Implications of Go-ShopProvisions in Change of Control, Sautter, C. M. (2007). Brook. L. Rev.,73, 525. This academic paper unlike other papers is the first and most recent scholarly paper to explore the most recent prevalence of the go-shop provisions in merger agreements. This paper however explains the effectiveness and developments of go-shops and also proves that since the Delaware Supreme Courts landmark in Revlon. This study examines the shopping during the extended store hours rom no-shops to go-store. In a nutshell, this paper argues that the increase of the go-shop gives signals to the death of the movement towards a very pure and bidding process signaled by the Revlon Inc. 
• No-shop,no-talk and break-up feeagreementsin merger and takeover transactions: the case for a fresh regulatory approach, Mayanja, J. (2002). Australian Journal of Corporate Law,14(1), 1-25. This paper studies and show that the rules currently presiding over the actions of the directors power and term that as ineffective to protect the interest of society and shareholders in general in most cases which usually involve the use of break-up free agreements and exclusivity practices that are mostly fairly modern but which are increasingly rampant in most of Australia. Note that the breakup free agreements and the exclusivity agreements should be adopted where they are designed to increasingly maximize the shareholder wealth but not otherwise. This paper also studies ways in which the law could be readjusted to achieve these processes.
• Nofreeshop: Why target companies in MBOs and private equity transactions sometimes choosenotto buy'go-shop'options, Antoniades, A., Calomiris, C. W., & Hitscherich, D. M. (2014). This paper studies the decision made by the target market in the MBO transactions and in the private equity either to actively shop the noted merger agreements preceding the shareholders approval. The decision taken to hold back options as regards shopping is predicted by a number of firms characteristics including more fragmented ownerships and larger size. This paper studies the impact of these characteristics and also the procedures taken by the firms legal advisory team as regards the chances of the inclusion of a go-shop provision in other to build a negative relationship between the initial acquisition premia and the go-shop. 
• Is There One Best Way to Sell a Company? Auctions Versus Negotiations and Controlled Sales¹, Boone, A. L., & Mulherin, J. H. (2009).Journal of Applied Corporate Finance,21(3), 28-37. According to this paper, the question on the best way to sell a company, the type of auction to adopt (should it be a wide-ranging action that attracts a large no of bidders or the exclusive negotiation method that allows just a single bidder? Or should it be a limited group of aspiring buyers which suggests a controlled sale)? All these questions were answered appropriately in this paper. Opposing the normal conventional study, the wide-range auction process according to this paper is greatly different from the dominant approach. And according to estimate, a little over half of the total M and A deals carried out by the analysts were accomplished by using the single-bidder auction approach. 
• Go-Shopsvs.No-Shops: Evidence and Implications, Kaplow, P. L., & Shavell, S. (2007). According to this study, comparison were carried out among the No-shops and the Go-shops and various important characteristics to note were discussed. However, the Pros and Cons of these two entities were also explained in this academic reaserch paper. 
• The Free ExerciseClauseof the First Amendment to the United States Constitution isNotDefense to a UnionShopAgreement Allowed under the Railway Labor Act, Pope, D. B. (1970). Hous. L. Rev.,8, 387. This paper explains the free exercise clause of the fisrt ammendement to the United State constitution. However, this ammendement is not a defense to the Union shop agreemenrt which was allowed under the Railway labour Act. The whole rule and correlation between the Exercise clause was explained in the cause of this study.  
• 13. Changing attitudes: the stark results of thirty years of evolution in Delaware M&A litigation, Laster, J. T. (2018). 13. Research Handbook on Representative Shareholder Litigation, 202. This academic paper states a number of challenging issues as a result of the 30 years of evolution in the Delaware M and A litigation. These problems were analyzed and various solutions were proffered to them.