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2 Jun 2023, 6:30 am
Steele, and Diana Douglas, McDermott Will & Emery LLP, on Wednesday, May 31, 2023 Tags: Disclosure, Financial reporting, Foreign issuers, Monetary policy, SEC enforcement, share repurchases 2023 Say on Pay & Proxy Results Posted by Todd Sirras, Austin Vanbastelaer, and Justin Beck, Semler Brossy LLC, on Wednesday, May 31, 2023 Tags: Board of Directors, Diversity, ESG, Executive Compensation, Institutional Investors, Proxy advisors, Proxy season, Say… [read post]
2 Jun 2023, 6:30 am
Steele, and Diana Douglas, McDermott Will & Emery LLP, on Wednesday, May 31, 2023 Tags: Disclosure, Financial reporting, Foreign issuers, Monetary policy, SEC enforcement, share repurchases 2023 Say on Pay & Proxy Results Posted by Todd Sirras, Austin Vanbastelaer, and Justin Beck, Semler Brossy LLC, on Wednesday, May 31, 2023 Tags: Board of Directors, Diversity, ESG, Executive Compensation, Institutional Investors, Proxy advisors, Proxy season, Say… [read post]
13 Apr 2023, 1:05 pm by Lawrence B. Ebert
Appellee’s Br. 23 (citing Conde Nast Publ’ns, Inc. v. [read post]
24 Jun 2021, 10:00 am by Eric Caligiuri
5-4 Opinion Offers Judicial Workaround by Giving More Oversight to the USPTO Director In U.S. v. [read post]
10 Nov 2017, 5:41 am by Carl Neff
  This opinion demonstrates that merely because one officer or director may have acted in bad faith, does not excuse demand if the plaintiff is unable to plead particularized facts demonstrating that a majority of the board could not act impartially upon a stockholder demand. [read post]
29 Nov 2016, 9:00 am by Lewis H. Lazarus
When a plaintiff grounds its claim on directors' alleged failure to exercise oversight, however, even receipt of books and records may not enable a plaintiff to plead facts sufficient to demonstrate that the directors knowingly ignored their duties so as to have acted in bad faith. [read post]
3 Sep 2008, 8:57 am
V(1)(I)(4), the Board's "delegate[ion] any of its powers and duties to a[] committee[]" is "revocable by the Board of Directors at any time. [read post]
4 Aug 2010, 8:59 am by Karel.Frielink
Personal and several liability The members of the Board of Directors are personally and severally liable towards the NV (or BV, as the case may be) for any loss caused by the improper performance of duties. [read post]
5 Oct 2010, 10:18 pm by Gordon Smith
During our Poison Pill Forum, I blogged about Vice Chancellor Noble's opinion in Selectica, Inc. v. [read post]