How Ethical Behaviors Can "All Go So Wrong."
Information-sharing legislation is coming: Senator Chambliss shares 4 top points for companies
FCPA Compliance and Ethics Report-Episode 190-Interview with Vivian Carpenter, author of The Fifth Letter
Front Line Interview Episode 1. Alison Taylor: Organizations, Compliance & Corruption
FCPA Compliance and Ethics Report-Episode 189-Compliance Evangelist
The Social Engineering Cyber Exposure
Taking A Proactive Approach to Cyber Security
An FCPA Journey to the Darkside & Steps to Protect Your Organization
What is a hostile work environment?
CorpCast Episode 8: The Controlling Stockholder
From Behind the Bribe: The Sharp End of Compliance
Strong Market Outlook Drives Growth of Philippine Companies
Why do we have to go to mediation?
FCPA Compliance and Ethics Report-Episode 178-Ben Locwin on Risk Assessments
Do I need an expert witness in my case?
Marketing to Millennials
CorpCast Episode 7: Better Know a Judge: the Honorable Mary M. Johnston of the Delaware Superior Court
Top Three Cybersecurity Misconceptions
Preparing a Company to Deal With Activist Investors
How can someone prepare for the first meeting with an attorney?
There has been considerable interest over the last year about whether a fee-shifting provision in the charter or bylaws of a Delaware corporation is enforceable. On Thursday, June 11, 2015, the Delaware House of...more
Current Delaware law permits a Delaware corporation to adopt a bylaw specifying an exclusive forum other than Delaware to litigate intra-corporate disputes, so long as there is a logical connection between the forum selected...more
The Corporation Law Section of the Delaware State Bar Association has approved, in substantially the form proposed by the Delaware Corporate Council, amendments to the General Corporation Law of the State of Delaware (DGCL)...more
Recently, there has been some unusual excitement in the corporate bar in Delaware after the Supreme Court of Delaware held that a nonstock corporation could adopt a bylaw requiring a losing plaintiff in a lawsuit involving...more
As discussed (see link below), a recent decision of the Delaware Supreme Court could be a game changer in the world of stockholder litigation. In ATP Tour, Inc. v. Deutscher Tennis Bund (Del. May 8, 2014), the Delaware...more
In notorious defiance of the California Constitution, the legislature in 2002 established the Victims of Corporate Fraud Compensation Fund. See Victims of Corporate Fraud. The purpose of the fund is to provide ”restitution to...more
In a split decision, the full Eighth Circuit Court of Appeals reversed a Minnesota District Court’s denial of a motion for a preliminary injunction, noting that the appellants, Minnesota business entities, are likely to...more
Tomorrow, the Assembly Judiciary Committee will hear several important bills that passed out of the Senate:
- SB 323 (Vargas) - This bill would enact the California Revised Uniform Limited Liability Company Act to...more
On May 15, 2012, the Federal District Court in Washington, D.C. enjoined effect of the new NLRB election rules, noting in the opinion that the the National Labor Relations Board did not have a legal quorum voting when the...more
Finding that no quorum existed to allow the National Labor Relations Board to take administrative action, a federal judge in Washington, D.C., has struck down the NLRB’s attempt to change the way it handled elections in the...more
On Monday, May 14, 2012 a federal court in Washington, D.C. issued an Order invalidating the NLRB's controversial "ambush election" rules which took effect on April 30, 2012, on grounds that the rules were not properly...more
On Monday, a federal judge in Washington, D.C. blocked the National Labor Relations Board’s controversial new rules concerning the union representation election process that had gone into effect at the end of April 2012. The...more
In a sharp setback for the National Labor Relations Board (the “Board”), a federal district court in Washington, D.C. (the “Court”), struck down the Board’s election rules, which took effect on April 30, 2012, on technical...more
On August 25, 2011, the National Labor Relations Board (NLRB) issued a rule requiring essentially all private employers to post a notice informing employees of their rights under the National Labor Relations Act (the Act). ...more
On May 14, 2012, U.S. District Judge James Boasberg, a 2011 Obama appointee to the Washington, D.C. District Court, found invalid the National Labor Relations Board's recent rule that would speed up union elections, because...more
Consider a board with a total of five authorized members but with only three members in office. The board is facing a various contentious decision on whether to engage in a transaction. Two of the board members favor...more
California Corporations Code Section 800 governs derivative lawsuits. Yesterday, I wrote about the fact that the California legislature has made Section 800 expressly applicable to foreign corporations (as defined in Section...more
True to their promise, the California Redevelopment Association, or CRA, and the California League of Cities, or CLC, petitioned the California Supreme Court on July 15, 2011 for a writ of mandate challenging the...more
Charles E. Rounds, Jr., Proponents of Extracting Slavery Reparations From Private Interests Must Contend with Equity’s Maxims, 42 U. Tol. L. Rev. 673 (2011): That the national conversation on slavery reparations has been, and...more
HR practitioners and lawyers will be familiar with the UK case of Spring v Guardian Assurance  2 AC 296, that an employee may make such a claim following a reference negligently prepared by an employer.
In Maric Capital Master Fund, Ltd. v. PLATO Learning, Inc., C.A. No. 5402-VCS (Del. Ch. May 13, 2010), the Court of Chancery of the State of Delaware granted plaintiff Maric Capital Master Fund’s (“Maric”) motion for a...more
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