Governance Series: A Good Hospice Board in Action - What it Looks Like
Nota Bene Episode 94: Mapping COVID-19’s Impact on American Bankruptcy and Restructuring with Edward Tillinghast
[WEBINAR] Who Does What? Defining Proper Roles for Staff and Elected Officials
What device companies need to know ahead of an advisory panel meeting
The validity of a board meeting hinges on three things - a quorum, notice and call. Many lawyers focus on the first two and may overlook the third. For California and Nevada corporations, the question of who may call a...more
You’ve worked day and night getting your start-up off the ground and have been fortunate enough to attract investors who have funded your start-up, who now have a seat on your board of directors. Now comes a big milestone:...more
I recently discussed whether chat messages constitute "minutes" of a meeting. A related question is whether emails constitute a meeting....more
A California corporation is required to keep "minutes of the proceedings of its shareholders, board and committees of the board". Cal. Corp. Code § 1500. Minutes are required to be open to inspection upon the written demand...more
Public company directors are under more pressure than ever to oversee enterprise risk, even risk from day-to-day operations, which is normally addressed by management. Egregious failures of upper management to react to red...more
On October 20, 2023, a decree was published to reform and add several provisions of the General Law on Commercial Entities (Ley General de Sociedades Mercantiles) (the "Law") to allow the use of electronic means for the...more
El 20 de octubre de 2023 se reformó la Ley General de Sociedades Mercantiles a efecto de permitir la celebración de asambleas de socios y/o accionistas y de los órganos de administración de manera remota y a través de medios...more
On October 20, 2023, the General Law of Commercial Companies was amended to allow that partners and/or shareholders meetings and board meetings be held remotely and through electronic means....more
Let the sunshine in. I am not talking about the popular 1969 song by The 5th Dimension. I am referring to the statutes governing Virginia community associations that require all meetings of a board of directors, including...more
Key trends - We are now over half way through the year and moving towards the end of the AGM season. The trends which we identified at the start of the year have generally continued. Most companies have chosen to hold a...more
Refinitiv, Q1 2022 Adviser Rankings, US law firms, September 2021 We continue to track the approach FTSE 350 companies are taking to the holding of their AGMs. We have set out in our snapshot the approach companies have taken...more
I. Introduction - As a common law jurisdiction, Ireland’s legal system is similar to that of the US and the UK and businesses can be carried on in Ireland in several different ways, including as sole traders, partnerships,...more
Yesterday's post briefly discussed former Chancellor William Chandler's ruling in Fogel v. U.S. Energy Systems, Inc., 2007 Del. Ch. LEXIS 178. In finding that no valid board meeting had occurred, Chancellor Chandler stated...more
Cyprus is an EU member state and a common law jurisdiction with a legal system similar to that of the UK. It is located at the eastern end of Europe linking 3 continents, Europe, Africa and Asia and it has a long and strong...more
The two most common forms of legal entities incorporated in Brazil are the limited liability company (“Limitada”) and the corporation (“S.A.”). These are considered the most attractive types of companies given that they are...more
I. Introduction - As a common law jurisdiction, Ireland’s legal system is similar to that of the US and the UK and businesses can be carried on in Ireland in several different ways, including as sole traders,...more
1. INTRODUCTION - Having been a former British colony for several years of its history (from 1878 until its independence in 1960), the legal system of the Republic of Cyprus (hereinafter “Cyprus”) follows, to a great...more
The two most common types of legal entities adopted in Brazil are the limited liability company (“Limitada”) and the corporation (“S.A.”). These are the most attractive types of companies since they are the only types of...more
Under emergency legislation applicable with immediate effect for three months with a view to contain the rapid spread of COVID-19 in Luxembourg, Luxembourg enacted on 20 March 2020 temporary measures applicable to all...more
Travel restrictions, quarantines, office closures and social distancing associated with the novel coronavirus (COVID-19) are rapidly disrupting normal business operations throughout the United States, and these disruptions...more
As the coronavirus outbreak continues to wreak havoc on markets and industries in the U.S. and around the world, businesses are now confronting significant and unique challenges. Successful navigation of these challenges...more
I. Introduction - As a common law jurisdiction, Ireland’s legal system is similar to that of the US and the UK and businesses can be carried on in Ireland in several different ways, including as sole traders, partnerships...more
On 20 September 2019, the Federal Court of Australia delivered its much-anticipated judgment in the highly publicised proceedings brought by APRA against IOOF's Chairman, Managing Director, three senior executives and two...more