News & Analysis as of

Corporate Liability Board of Directors

Conyers

King Bun Limited and Others v. Lau Man Sang, James and Others - Claim No. BVIHC (COM) 2017/086

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Nov 2023 In August 2021, the BVI Commercial Court handed down judgment on liability in favour of the Claimants against seven directors of Vanway for carrying out a fraud on the minority shareholders, in selling the assets of...more

A&O Shearman

Directors' Liabilities in Europe: a multi-jurisdiction survey on current set of rules and best practices

A&O Shearman on

Directors’ duties and liabilities have always been at the forefront of corporate governance. It has become a hot topic in the wake of new regulations in the field of sustainability, which directly impact directors’...more

BCLP

Potential reforms to the UK’s model for criminal liability: should we be concerned?

BCLP on

On 10 June 2022, the Law Commission published its long awaited paper setting out ten options that are available to the Government for reform of the common law principles governing corporate criminal liability in the UK. In...more

Woodruff Sawyer

D&O Game Changer: Delaware Approves Using Captives for D&O Insurance

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Big News. On January 27, 2022, the Delaware Legislature passed legislation designed to make captive insurance a viable alternative to traditional D&O insurance. This new development should mean that, over time, the cost of...more

Adams and Reese LLP

[Webinar] Ransomware Attacks: Could the Board of Directors be Liable? - June 17th, 11:00 am - 12:00 pm ET

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Ransomware attacks are on the rise and the trend is not going to change anytime soon. It’s no longer a question of ‘if’ your company will be targeted, but “when” will it happen. Now is the time for organizations to get...more

American Conference Institute (ACI)

[Webinar] FCPA Data Analytics, The Board and Senior Management - May 18th, 1:00 pm - 2:00 pm EDT

5 Things to Know for Securing Buy-In and Budgets for Data-Driven Compliance, Monitoring and Investigations... During this one-hour webinar, you will gain practical takeaways on: - What to anticipate: Recent examples of...more

Jackson Walker

Byron Egan – Upcoming Release of EGAN ON ENTITIES Third Edition

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For guidance on business entities in Texas and Delaware, look no further than Jackson Walker's resident expert, Byron Egan, who literally wrote the book on choice of entity. The third edition of his treatise, EGAN ON...more

Husch Blackwell LLP

Working Together: Tips for Ensuring A Compliant Relationship Between You and Your Hospice Board

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In this episode, Husch Blackwell's Meg Pekarske is joined by colleague Stephanie Kaiser for a rich conversation on what it means for a hospice board to carry out its fiduciary duties and how this relates to the role and...more

Sheppard Mullin Richter & Hampton LLP

COVID-19 Directors’ Duties of Oversight: Reporting and Monitoring

Boards of directors have a duty to exercise oversight and to monitor the company’s operational viability, legal compliance and financial performance during this COVID-19 pandemic. In Marchand v. Barnhill, the Delaware Supreme...more

Dorsey & Whitney LLP

The “Long Goodbye” to Duty of Care as a Real Basis for Director Liability in M&A: The Legacy of Chancellor Allen

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The fiduciary duty of care has become more aspirational than a real legal basis for potential director liability in M&A in the Age of DGCL Section 102(b)(7), Corwin v. KKR Financial Holdings LLC (Del. 2015) and In re Volcano...more

White & Case LLP

2019 Half-year in review: M&A legal and market developments

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We set out in the attached Newsletter a number of interesting English court decisions and market developments which have taken place in the second half of 2019 and their impact on M&A transactions. This review looks at these...more

WilmerHale

Private Equity Firms, the Healthcare Industry, and the FCA: The “Butterfly Effect” in Action?

WilmerHale on

When Riordan, Lewis & Haden Inc. (RLH), a private equity firm, found itself ensnared in a False Claims Act (FCA) litigation for its role in a prescription drug kickback scheme orchestrated by one of its portfolio companies,...more

White and Williams LLP

Third Circuit Decision Highlights Important Distinction Between Directors and Board Observers

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A recent decision by the U.S. Court of Appeals for the Third Circuit offers an important reminder of the distinction between the roles (and exposure to liability) of corporate directors and board observers. In a precedential...more

White & Case LLP

Belgian Code on Companies and Associations: A practical handbook on the new law

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The new Belgian Code on Companies and Associations enters into force on 1 May 2019. The Belgian Code on Companies and Associations (the "BCCA"), enacted by the Belgian parliament on 28 February 2019, repeals the existing...more

Allen Matkins

California Bill Amended To Impose $100K Penalty For Failure To Report Timely Board Gender To Secretary Of State

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I have written several posts about a bill, SB 826, now pending in the California legislature that would impose fines on publicly held corporations that fail to meet prescribed gender quotas. ...more

Pullman & Comley, LLC

Alert: Legislature Enacts Changes to Business Corporations Law

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Just before the end of its Spring 2017 term, the Connecticut General Assembly passed HB7311. After the Governor signed HB7311, it became Public Act 17-108 (“P.A. 17-108” or the “Act”). Among other things, P.A. 17-108 enacted...more

Shook, Hardy & Bacon L.L.P.

Incident Response: The Increasing Risks to Corporate Legal Departments

The consequences of a data breach reached new heights last week when Yahoo announced the resignation of its General Counsel in response to a series of security incidents the company suffered. A more fulsome explanation of...more

Bass, Berry & Sims PLC

Bass, Berry & Sims Releases Securities & Shareholder Litigation 2017: A Look Ahead

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Bass, Berry & Sims PLC announces the release of its annual "Securities & Shareholder Litigation 2017: A Look Ahead," a high-level report that covers recent developments and offers best practices for the year ahead. The newly...more

Goulston & Storrs PC

What's Market? Update: Maryland REIT

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For many years, it was assumed and accepted that Delaware corporate law was more advantageous to corporations than the corporate law of other states. While Delaware case law regarding corporations is still more developed...more

Smith Anderson

Exculpatory Provisions Provide Powerful Protection for Independent Directors

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The Delaware Supreme Court recently issued an important decision clarifying the standards that govern claims for money damages against independent directors of corporations whose charters contain exculpatory provisions. ...more

Morris James LLP

Court Of Chancery Explains New Statutory Authority To Correct Corporate Mistakes

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This is an important decision because it explains the effect of the new Sections 204-205 to the DGCL. Those provisions permit the correction of corporate actions that failed to comply with the requirements of the DGCL, such...more

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