arise in relation to the weight to be given to some aspects of his opinions, which went beyond the role of an expert in identifying the content of the relevant foreign law.
55 It must be said that noting the encroachment by Mr Bogatz and Mr Pyle in their written reports into issues that went beyond their role as experts on the content of foreign law is no criticism of them. The questions that they were asked in the instructions given to them invited them to take this course.
56 Both experts were cross-examined. I observed them give their evidence. Mr Bogatz gave evidence in the courtroom. My Pyle gave evidence by video link. Senior counsel for the Commissioner adduced evidence from the experts concurrently, which was in accordance with directions that I had made prior to the hearing. Senior counsel for X Corp took a traditional approach, choosing to cross-examine Mr Pyle in the conventional way, albeit in the presence of Mr Bogatz who remained in the witness box. There was no re-examination of Mr Bogatz.
57 As I have mentioned, Twitter Inc was incorporated under the laws of Delaware. Mr Bogatz gave evidence that because the merger occurred under Nevada law, Twitter Inc ceased to exist pursuant to Nevada law, in accordance with the terms of the merger agreement. Mr Pyle gave evidence that because Twitter Inc was incorporated under the laws of Delaware, and X Corp was incorporated under the laws of Nevada, the legal effect of the merger of Twitter Inc into X Corp was governed by both the Delaware General Corporation Law and the laws of Nevada.
58 I did not hear any evidence which to my satisfaction explained the interaction of the statutes of the two states, which are differently expressed. As I will explain, Mr Pyle noted in his reports that a choice-of-law analysis could be required within the United States to ascertain the applicable statutory law. He also acknowledged in cross-examination that there could be some room for the operation of the constitutional full faith and credit doctrine. But Mr Pyle did not conduct any detailed analysis of these questions because he held the opinion that there was no relevant difference between the laws of Delaware and Nevada in relation to the legal effect of the merger. Mr Bogatz did not appear to advert to the issue at all.
59 There are at least apparent differences between the statutes of Nevada and Delaware, respectively, regarding the legal consequences of the merger. As I will explain, Delaware law provides that X Corp became subject to the "restrictions, disabilities and duties" of Twitter Inc upon the merger. Nevada law instead provides that, upon the merger, X Corp became subject to all the "liabilities" of Twitter Inc.
