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California Court Adopts the Caremark Standard for Oversight Claims

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

California Gender Board Diversity Law Is Held Unconstitutional

The law suffers the same fate as the California board diversity law requiring directors from “underrepresented communities.” On May 13, 2022, Los Angeles Superior Court Judge Maureen Duffy-Lewis issued a ruling in Crest...more

California Board Diversity Law Requiring Directors From “Underrepresented Communities” Is Held Unconstitutional

The California gender board diversity law may suffer the same fate. On April 1, 2022, Los Angeles County Superior Court Judge Terry A. Green issued a summary judgment order finding that California Corporations Code §...more

Delaware Court Applies Entire Fairness Standard to MultiPlan de-SPAC

The decision adopts enhanced scrutiny of director fiduciary duties for de-SPAC transactions, but suggests dismissal may be appropriate when stockholders exercise redemption rights on a fully informed basis. On January 3,...more

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