When the Women on Corporate Boards Act (Section 1 of Substitute Senate Bill 6037) became effective on June 11, 2020, Washington became the second state (after California) to affirmatively address gender diversity on public...more
In today’s difficult economic environment, many companies—including those in the portfolios of private equity and venture capital funds—are struggling financially. For some, a transaction in which a private equity sponsor or...more
Amendments to the Washington Business Corporation Act (WBCA) that allow Washington corporations to hold “virtual” shareholder meetings became effective in June 2018. Prior to these amendments, Washington corporations could...more
7/20/2018
/ Articles of Incorporation ,
Board of Directors ,
Bylaws ,
Corporate Governance ,
Delaware General Corporation Law ,
Institutional Investors ,
Legislative Amendments ,
Retail Investors ,
Shareholder Meetings ,
Shareholder Votes ,
Shareholders ,
Virtual Meetings
In its opinion in In re Martha Stewart Living Omnimedia, Inc. Stockholder Litigation,[1] issued in August 2017, the Delaware Chancery Court addressed a question left open under Kahn v. M&F Worldwide Corp.[2] (MFW)—namely,...more
9/12/2017
/ Breach of Duty ,
Business Judgment Rule ,
Conflicts of Interest ,
Controlling Stockholders ,
Dismissals ,
Entire Fairness Standard ,
Mergers ,
Shareholder Litigation ,
Shareholders ,
Standard of Review ,
Third-Party Relationships
When a controlling stockholder’s buyout of a company has been challenged by minority stockholders, Delaware courts have generally subjected the transaction to entire fairness review, the most rigorous standard of review in...more