News & Analysis as of

Corporate Officers Business Judgment Rule Derivative Suit

Winstead PC

Court Addressed A Shareholder Derivative Suit Against Officers And Directors For Self-Interested Transactions, Misuse Of Company...

Winstead PC on

In Roels v. Valkenaar, a shareholder filed a shareholder derivative suit against former and current officers and directors of the company based on multiple claims of breach of fiduciary duty. No. 03-19-00502-CV, 2020 Tex....more

Allen Matkins

Can Shareholders Sue CEOs For Corporate Social Activism?

Allen Matkins on

In an August 17, 2017 opinion piece published in The Wall Street Journal, Jon L. Pritchett and Ed Tiryakian had the following message for shareholders...more

Gray Reed

Closely-Held Shareholder Derivative Actions are Alive and Well in Texas

Gray Reed on

After 30 years of running his family-owned business, Hillbilly Oil Co., Jed Clampett decided to retire in 2013. The board of directors elects Jethro Bodine as Hillbilly’s President and Elly May as Vice President. Both Jethro...more

Jackson Walker

Navigating Fiduciary Duties In Private Company Mergers And Acquisitions

Jackson Walker on

I. Introduction. The conduct of corporate directors and officers is subject to particular scrutiny in the context of business combinations (whether friendly or hostile), executive compensation and other affiliated...more

Dechert LLP

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

Dechert LLP on

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

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