Delaware law has long recognized a director’s duty of oversight. The well-established doctrine, first articulated in 1996 in In Re: Caremark International Inc. Derivative Litigation, was recently expanded to officers in In re...more
Boards of directors often seek to return cash to stockholders in the form of dividends or stock buybacks. Both methods are common for public companies, and in a private equity-backed company, owners frequently recapitalize...more
In its highly anticipated decision in Salzberg v. Sciabacucchi, No. 346, 2019 (Del. Mar. 18, 2020), the Delaware Supreme Court confirmed the facial validity of a provision contained in certificates of incorporation of many...more
3/31/2020
/ Articles of Incorporation ,
Board of Directors ,
Business Conduct Standards ,
Bylaws ,
Directors ,
Disclosure Requirements ,
Federal Jurisdiction ,
Fiduciary Duty ,
Salzberg v. Sciabacucchi ,
Securities Act of 1933 ,
Stock Issuance
Drinker Biddle’s Corporate and Securities Group recently hosted its 13th annual roundtable discussion, which took place at Gulph Mills Golf Club in King of Prussia, Pennsylvania. This year’s event sported a new name—“The...more