This panel will analyse recent transactions deemed to be carried out with conflict of interest, as well as the existing case law, focusing primarily on transactions involving controlling shareholders and companies, whether public or private, and the potential fiduciary liability risks associated with it. The discussion shall also cover the main economic aspects of public deals involving different types of securities with a special focus on the existing rules that require the calculation of exchange ratios for share deals. This panel will further analyse the enforcement of appraisal and/or withdrawal rights for minority shareholders.