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7 Feb 2023, 2:13 pm by Alejandro Moreno and Eugene Choi
Under Caremark, a plaintiff may state a claim for failure of oversight against a director where such director acted in bad faith by (1) utterly failing to implement any reporting or information systems or controls; or (2) having implemented such a system or controls, consciously failing to monitor or oversee their operations, including ignoring red flags. [read post]
7 Feb 2023, 6:30 am
” Among others, VC Laster cited Caremark itself, the equating of officer duties with director duties in Gantler v. [read post]
7 Feb 2023, 6:30 am
” Among others, VC Laster cited Caremark itself, the equating of officer duties with director duties in Gantler v. [read post]
6 Feb 2023, 9:01 pm by renholding
”[12] Further, the court concluded that the plaintiff had sufficiently pled that the board had ignored red flags, such that it consciously failed to monitor or oversee its operations (a prong 2 claim). [read post]
1 Feb 2023, 9:01 pm by renholding
Before 1929, all securities markets in the United States were private and thus, dark. [read post]
29 Jan 2023, 6:00 am by Lawrence Solum
All courts in the United States are bound by vertical precedent to follow the holdings of decisions by the United States Supreme Court. [read post]
29 Jan 2023, 4:40 am by Frank Cranmer
Should an incident of this nature occur during a match and is seen by the match officials, it is to be considered a red card offence. [read post]
28 Jan 2023, 5:44 pm by Steve Bainbridge
Today, right-of-center populists find themselves increasingly at odds with an emergent class of social justice warrior CEOs, whose views on a variety of critical issues are increas- ingly closer to those of blue state elites than those of red state populists. [read post]
26 Jan 2023, 11:29 am by Kevin LaCroix
He concluded further that the plaintiffs had alleged facts sufficient to establish red flags indicating sexual harassment at the company, as well as to support a reasonable inference that Fairhurst knew about the red flags. [read post]
24 Jan 2023, 9:52 am by Eric Goldman
The threats are everywhere: Congress, state legislatures, the Supreme Court, internationally. [read post]
24 Jan 2023, 6:30 am by Stephen Griffin
  For example, in my article “Optimistic Originalism and the Reconstruction Amendments,” I wrote: “Originalist adherence to Article V as the sole legitimate means of constitutional change is a red thread that runs through and unifies what are otherwise quite disparate versions of the theory. [read post]