Search for: "UNOCAL CORPORATION" Results 41 - 60 of 270
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19 Apr 2010, 10:05 am by Jacob Katz Cogan
Taylor, Translating Unocal: The Expanding Web of Liability for Business Entities Implicated in International CrimesLiesbeth F.H. [read post]
6 May 2012, 6:52 pm by Francis Pileggi
And Joan Heminway chimed in with: You make a nice point about the difference in judicial review between the business judgment rule setting and the Unocal takeover defense setting. [read post]
3 May 2017, 6:32 am
In Paramount Gold and Silver Stockholders Litigation (April 13, 2017), the shareholder-plaintiffs claimed that the directors of Paramount Gold and Silver Corporation had breached their fiduciary duties by agreeing to an unreasonable “deal protection device” in connection with the merger pursuant to which Paramount was being acquired by Coeur Mining, Inc. [read post]
1 Oct 2017, 7:51 am
Section 172 sets forth directors duties and is similar to the constituency statutes in some 30 states, and arguably, based on the 1985 opinion of the Delaware Supreme Court in the Unocal case, Delaware law. [read post]
4 Jul 2023, 1:51 pm by Francis Pileggi
This blog’s favorite preeminent corporate law scholar provides learned commentary on the titular topic on his eponymous blog ProfessorBainbridge.com with citations to his prior scholarship and insights by other leading corporate law professors. [read post]
23 Jul 2008, 7:22 am
Absent a broader federalization of corporate law, only Delaware can provide protection of both disclosure and the shareholders' substantive rights, giving Delaware a continuing advantage as a lawgiver in resolving corporate governance disputes. [read post]
22 Jul 2008, 5:22 am
Absent a broader federalization of corporate law, only Delaware can provide protection of both disclosure and the shareholders' substantive rights, giving Delaware a continuing advantage as a lawgiver in resolving corporate governance disputes. [read post]
16 Feb 2011, 9:17 am by James Hamilton
The directors must also articulate a legitimate threat to corporate policy and effectiveness. [read post]
31 May 2011, 12:34 pm by Steve Bainbridge
set of Unocal, what exactly were directors supposed to do once their role changes from "defenders of the corporate bastion to auctioneers"? [read post]
21 Oct 2010, 5:00 am by J Robert Brown Jr.
  For materials from the lower court proceedings, access the DU Corporate Governance web site. [read post]
6 Oct 2007, 5:35 pm
Alvarez-Machain, which indicated that private corporations could perhaps be held liable for human rights abuses committed by the foreign regimes with which they do business (see my case comment here). [read post]
5 Feb 2011, 10:21 am by Steve Bainbridge
Accordingly, while arguing that director decisions with respect to operational matters should be conducted under the business judgment rule, the article argues that director decisions in the structural setting should be reviewed under a variant of the conditional business judgment rule developed by the Delaware supreme court in Unocal Corp. v. [read post]
12 Apr 2010, 9:00 am by Rebecca Rian
 The Chancery Court applied Unocal’s test and held that the Board showed it “had reasonable grounds for believing that a danger to corporate policy and effectiveness existed. [read post]
5 Dec 2010, 10:05 am by Francis G.X. Pileggi
  In the hostile takeover situation, under Unocal, in analyzing the effect of an imminent takeover on the “corporate enterprise,” directors may consider the “impact on constituencies other than shareholders (i.e., creditors, customers, employees, and perhaps even the community generally. [read post]
19 Aug 2022, 6:00 am by K. Tyler O'Connell, Barnaby Grzaslewicz
Given the context – the defense of a proxy contest – the Court proceeded to review whether the decision to enforce the bylaw complied with the directors’ fiduciary duties, applying enhanced scrutiny under Unocal and Blasius. [read post]
9 Jul 2011, 3:32 pm by Steve Bainbridge
Stan's Platonic structure is pretty close to my director primacy approach to corporate takeovers, as I set it out in Unocal at 20. [read post]