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Corporate Governance Legal History

Latham & Watkins LLP

California Court Adopts the Caremark Standard for Oversight Claims

Latham & Watkins LLP on

The decision articulates the standard for plaintiffs asserting derivative claims based on an alleged failure of oversight by directors and officers of California companies. Nearly three decades ago in the seminal case In...more

Latham & Watkins LLP

Delaware Supreme Court Clarifies Ab Initio Requirement Under MFW

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To obtain business judgment deference, controllers must insist on MFW’s minority protections before engaging in any substantive economic or valuation discussions. The Delaware Supreme Court’s 2014 decision in Kahn v. M&F...more

Allen Matkins

Should The SEC Adopt Governance Principles (For Itself)?

Allen Matkins on

When I served as Commissioner of Corporations for the State of California, I was sometimes asked about the other Commissioners.  However, I never concerned myself with the “other Commissioners” because there were no other...more

Thomas Fox - Compliance Evangelist

What Is Due Diligence?

What is due diligence? When did due diligence begin?...more

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