News & Analysis as of

Business Judgment Rule Independent Boards

Nutter McClennen & Fish LLP

Judge Kaplan Declines to Apply Business Judgment Rule Where Corporate Board’s Decision Lacked Rational Support

Key Takeaway: Where there were “serious questions” about the independence of a board and the good faith of its decision not to pursue a derivative suit against a former director, Judge Kaplan refused to apply the...more

Allen Matkins

Chancellor Bouchard Rules There Can Be No Ratification Without Works

Allen Matkins on

In reading Chancellor Andre G. Bouchard’s ruling yesterday in Espinoza v. Zuckerberg, 2015 Del. Ch. LEXIS 273 (Del. Ch. 2015), I was reminded of the theological debate among Christians concerning justification by faith.  The...more

Morris James LLP

Business Judgment Standard for Disinterested-Stockholder Approval

Morris James LLP on

The Delaware Supreme Court in Corwin v. KKR Financial Holdings LLC, No. 629, 2014 (Del., October 2, 2015), issued an important opinion authored by Chief Justice Leo E. Strine Jr. resolving uncertainty about the effect fully...more

Blank Rome LLP

Appointment Of Independent Directors On The Eve Of Bankruptcy: Why The Growing Trend?

Blank Rome LLP on

In recent years, companies in financial distress have found “independent” directors to be useful to achieve protections for their board members. An independent director is a director – usually with no prior affiliation to the...more

King & Spalding

In re MFW Shareholders Litigation - Business Judgment Standard of Review Applies to a Going Private Transaction with a Controlling...

King & Spalding on

On May 29, 2013, the Delaware Chancery Court (Strine, C.) held that when a controlling stockholder merger has, from the time of the controller’s first overture, been subject to (1) negotiation and approval by a special...more

5 Results
 / 
View per page
Page: of 1

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:
*By using the service, you signify your acceptance of JD Supra's Privacy Policy.
- hide
- hide