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Minority Shareholder Oppression Under New Jersey Law
15 Feb 2023, 7:38 am by Jay R. McDaniel, Esq.
The reasonable expectations test used in New Jersey was first adopted by the Delaware Supreme Court in the case of Weinberger v. [read post]
The Business Divorce Law Report - https://www.thebusinessdivorcelawyer.com/
Boardwalk Pipeline v. Bandera
8 Feb 2023, 6:30 am
In Boardwalk Pipeline Partners, LP v. [read post]
Harvard Law School Forum on Corporate Governance - https://corpgov.law.harvard.edu
Boardwalk Pipeline v. Bandera
8 Feb 2023, 6:30 am
In Boardwalk Pipeline Partners, LP v. [read post]
The Harvard Law School Corporate Governance Blog - https://corpgov.law.harvard.edu/
Delaware Court of Chancery Holds that Officers of a Delaware Corporation Are Subject to Fiduciary Duty of Oversight
7 Feb 2023, 2:13 pm by Alejandro Moreno and Eugene Choi
The officer must consciously fail to make a good faith effort to establish information systems, or the officer must consciously ignore red flags. [read post]
Corporate Securities Law Blog - http://www.corporatesecuritieslawblog.com/
Corporate Officers, Not Just Directors, Can Be Liable for Duty of Oversight Violations
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]
Harvard Law School Forum on Corporate Governance - https://corpgov.law.harvard.edu
Corporate Officers, Not Just Directors, Can Be Liable for Duty of Oversight Violations
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]
The Harvard Law School Corporate Governance Blog - https://corpgov.law.harvard.edu/
Mayer Brown Discusses Five Steps for Directors to Consider About Risk Governance
6 Feb 2023, 9:01 pm by renholding
For example, in 2020, the Delaware Court of Chancery addressed both prongs of Caremark in the Teamsters v. [read post]
The CLS Blue Sky Blog - https://clsbluesky.law.columbia.edu/
Guest Post: The Midas Curse? How Cryptocurrency Has Impacted Directors and Officers
6 Feb 2023, 11:15 am by Kevin LaCroix
Sys. v. [read post]
The D & O Diary - http://www.dandodiary.com/
The Conundrums of Current Iterations of ESG in Market Economies--Utah et al v. Walsh: Challenging the Biden Administration's Rulemaking Incorporating of Certain ESG Factors in Pension Investment Decisions
28 Jan 2023, 7:32 am
" (IFC, Environmental, Social, and Governance).The goal oriented policy objectives of ESG have also been underscored by the OECD, one that seeks to recionceive the traditional focus on value maximization grounded in traditional financial analysis to  a more generalized set of public objectives toward which economic actoivity can contribute, on e in which the markers of financial value are made more a function of public good objectives. [read post]
Law at the End of the Day - https://lcbackerblog.blogspot.com/
Breach of the Duty of Oversight Liability Extends to Officers as Well as Directors
26 Jan 2023, 11:29 am by Kevin LaCroix
” Laster added further that “It is not reasonable to infer that Fairhurst acted in good faith and remained loyal to the Company while committing acts of sexual harassment, violating company policy, violating positive law, and subjecting the Company to liability. [read post]
The D & O Diary - http://www.dandodiary.com/
In re McDonald's Corp. Stockholder Litig.: Caremark is the Chicken Heart
25 Jan 2023, 2:44 pm by Steve Bainbridge
Caremark started out as a logical consequence of Smith v. [read post]
ProfessorBainbridge.com - http://www.professorbainbridge.com/professorbainbridgecom/
Preciado v. Freightliner Custom Chassis Corp. (Cal. Ct. App. - Jan. 24, 2023)
25 Jan 2023, 2:00 pm
I bet they were good. [read post]
California Appellate Report - http://calapp.blogspot.com/
18th Annual Review of Key Delaware Corporate and Commercial Decisions
22 Jan 2023, 6:59 pm by Francis Pileggi
”  Slip op. at 62 (quoting from Gerber v. [read post]
Delaware Corporate and Commercial Litigation Blog - http://www.delawarelitigation.com/
Early Edition: January 20, 2023
20 Jan 2023, 4:28 am by Emma Snell
DOMESTIC DEVELOPMENTS The Supreme Court announced yesterday that an internal investigation had failed to identify who leaked a draft of the opinion overturning Roe v. [read post]
Just Security - https://www.justsecurity.org/
[Eugene Volokh] Do Criminal Trials with Mask-Wearing Witnesses Violate the Defendant's Right to Confront Witnesses?
19 Jan 2023, 10:52 am by Eugene Volokh
In Coy v. [read post]
The Volokh Conspiracy - http://www.volokh.com/
[Eugene Volokh] No "Accusation of Racism" Exception from Principle That Parody Isn't Defamation
18 Jan 2023, 2:36 pm by Eugene Volokh
From Corso Ventures LLC v. [read post]
The Volokh Conspiracy - http://www.volokh.com/
Does the implied private right of action under Securities Exchange Act Section 14(a) exist? Does a derivative claim?
5 Jan 2023, 6:17 pm by Steve Bainbridge
Lee v. [read post]
ProfessorBainbridge.com - http://www.professorbainbridge.com/professorbainbridgecom/
The Top Ten D&O Stories of 2022
3 Jan 2023, 1:47 pm by Kevin LaCroix
As discussed here (second item), in November 2022, the parties to the Delaware lawsuit announced that the case had settled for $33.75 million. [read post]
The D & O Diary - http://www.dandodiary.com/
Seeing Patent Trolls Clearly: 2022 in Review
1 Jan 2023, 9:16 am by Joe Mullin
  Patent trolls are companies that are focused on suing and threatening over patents, not on offering actual goods or services. [read post]
Deeplinks Blog - https://www.eff.org/deeplinks
The Property Insurance Industry Is Pushing to Limit the Concept of Physical Damage or Physical Injury
29 Dec 2022, 1:49 pm by Chip Merlin
Delaware No. 21-CAE-06, 2021 Ohio App. [read post]
Property Insurance Coverage Law Blog - http://www.propertyinsurancecoveragelaw.com/