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4 Nov 2016, 1:01 am
Barrett Posted by Warren S. de Wied, Fried, Frank, Harris, Shriver & Jacobson LLP, on Wednesday, November 2, 2016 Tags: Delaware cases, Delaware law, Disclosure, Duty of care, Duty of loyalty, Fiduciary duties, Merger litigation,Mergers & acquisitions [read post]
10 Feb 2017, 5:54 am
Cohen, Latham & Watkins LLP, on Sunday, February 5, 2017 Tags: Accounting, Disclosure, Earnings disclosure, Exchange Act, Filings, Financial reporting, IPOs, JOBS Act, Registration statements, Regulation S-K, SEC, Securities Act, Securities regulation, Small firms 2016 Developments in Securities and M&A Litigation Posted by Cleary Gottlieb Steen & Hamilton LLP, on Monday, February 6, 2017 Tags: Appraisal rights, Class actions, Delaware cases, Disclosure, Erica John Fund… [read post]
1 May 2009, 5:00 am
We have long noted on this Blog that the Delaware model of corporate governance does not provide any meaningful limitations on executive compensation. [read post]
22 Jul 2016, 6:10 am
Schreiner, Monteverde & Associates PC, on Wednesday, July 20, 2016 Tags: Boards of Directors, Business judgment rule, Delaware cases, Delaware law, Disclosure, Discovery, Duty of care,Information asymmetries, Merger litigation, Mergers & acquisitions, Shareholder rights, Shareholder voting Yet Another Congressional Proposed Corporate Reform: Proxy Advisory Firms in the Crosshairs Posted by Ed Batts, Orrick, Herrington & Sutcliffe LLP, on Wednesday, July 20, 2016 … [read post]
17 Oct 2012, 4:03 am by Russ Bensing
  The Supreme Court’s decision in Franks v. [read post]
3 Dec 2021, 6:06 am
Mangino, and Randi Lally, Fried, Frank, Harris, Shriver & Jacobson LLP, on Tuesday, November 30, 2021 Tags: Acquisition agreements, Delaware cases, Delaware law, Earnouts, Merger litigation, Mergers & acquisitions, Securities litigation The Limits of Portfolio Primacy Posted by Roberto Tallarita (Harvard Law School), on Tuesday, November 30, 2021 Tags: Asset management, Climate… [read post]
10 May 2019, 6:17 am
., on Saturday, May 4, 2019 Tags: Boards of Directors, Climate change, Corporate Social Responsibility, ESG, Executive Compensation, Index funds, Pay for performance, Shareholder rights, Shareholder value, Shareholder voting, Sustainability Operating Principles for Impact Management Posted by Irina Likhachova, International Finance Corporation, on Sunday, May 5, 2019 Tags: Accountability, Asset management, Corporate… [read post]
16 Mar 2012, 7:55 am by Michael Sirkin
Second, Bainbridge discusses Judge Frank Easterbrook and Professor Daniel Fischel, who advocated a simpler policy: total passivity. [read post]
14 Oct 2016, 6:05 am
Choi, University of Virginia Law School, on Wednesday, October 12, 2016 Tags: Attorneys’ fees, Boards of Directors, Charter & bylaws, Delaware articles, Delaware cases, Delaware law,Derivative suits, Fee-Shifting, Merger litigation, Mergers & acquisitions, Securities litigation, Shareholder suits Second Circuit Clarifications on Key Investor Protections Posted by Blair A. [read post]
29 Jul 2010, 12:35 pm by Steve Bainbridge
 There is very little case law interpreting this provision, other than the general rule from Schnell v. [read post]
22 Mar 2021, 4:17 am by Peter Mahler
In Weingarten v Kopelowitz, 2020 NY Slip Op 51260(U) [Sup Ct Kings County 2020], the plaintiff brought suit individually and derivatively on behalf of a Delaware LLC in which he held a one-third membership agreement after he was terminated as property manager of multi-unit rental properties in Tennessee owned indirectly by the LLC. [read post]