Angela Liu

Angela Liu

Dechert LLP

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Delaware Supreme Court Confirms Exculpatory Clauses Have Teeth, and Can Be Used By Director Defendants At The Pleading Stage

In a decision with important implications for directors of public companies, the Delaware Supreme Court overturned two Chancery Court opinions and ruled that independent directors facing breach of duty of care claims arising...more

5/19/2015 - Breach of Duty DE Supreme Court Exculpatory Clauses Fiduciary Duty Independent Boards

Seventh Circuit Increasingly Problematic for Directors and Officers Defending Shareholder Derivative Suits

With its recent decision in Westmoreland County Employee Retirement System v. Parkinson, et al., the United States Court of Appeals for the Seventh Circuit has confirmed that the courts of the Seventh Circuit can be a...more

9/12/2013 - Board of Directors Business Judgment Rule Derivative Suit Directors Officers Shareholders

Ninth Circuit Rules that Say-On-Pay Suit Belongs in State Court

In a recent ruling, the United States Court of Appeals for the Ninth Circuit concluded that certain related shareholder derivative suits arising out of a say-on-pay decision involving Pico Holdings, Inc. (the “Company”) were...more

8/14/2013 - Board of Directors Derivative Suit Dodd-Frank Executive Compensation Fiduciary Duty Jurisdiction Removal Say-on-Pay

Delaware Supreme Court in Pyott Reverses Chancery Court Ruling That Collateral Estoppel Does Not Apply in Certain Shareholder...

The Delaware Supreme Court in Pyott v. Louisiana Municipal Police Employees’ Retirement System reversed on April 4 a controversial ruling by the Chancery Court that a California federal court’s dismissal with prejudice of a...more

4/17/2013

SCOTUS Ruling in Amgen Case Allows Plaintiffs to Certify Securities Classes Without Proving Materiality

In Amgen Inc. v. Connecticut Retirement Plans and Trust Funds, No. 11-1085, 568 U.S. ___ (2013), decided on February 27, 2013, the Supreme Court of the United States affirmed the Ninth Circuit’s ruling that, in a case...more

3/4/2013 - Amgen Inc. v Connecticut Retirement Plans Class Action Class Certification Fraud-on-the-Market SCOTUS Split of Authority

Defending Section 162(m) Executive Compensation Derivative Suits in the United States

Decisions regarding executive compensation fall squarely within the discretion of a public company’s board of directors. Recently, however, plaintiffs’ firms have been trying to invade the board’s purview by bringing...more

2/12/2013 - Board of Directors Business Judgment Rule Derivative Suit Executive Compensation Fiduciary Duty Section 162(m) Shareholder Litigation

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