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Fenwick & West LLP

Delaware Adopts Important Amendments to Its General Corporation Law

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On July 17, 2024, Delaware Gov. John Carney signed into law significant amendments to the Delaware General Corporation Law (DGCL), which will become effective on August 1, 2024. The amendments were articulated in Delaware...more

Saul Ewing LLP

2024 Amendments to the Delaware General Corporation Law and Alternative Entity Statutes

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On July 17, 2024, Delaware Governor John Carney signed into law the 2024 amendments to the General Corporation Law of the State of Delaware (the “DGCL”), the Delaware Limited Liability Company Act (the “LLC Act”), the...more

Fox Rothschild LLP

Back to the Drawing Board: Delaware Bar Proposes Legislation Limiting Effects of Moelis Ruling on Stockholders Agreements

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In a lightning-fast response to the recent ruling in West Palm Beach Firefighters’ Pension Fund v. Moelis & Co., the Delaware State Bar Association’s Council of the Corporate Law Section has proposed an amendment to the...more

Goodwin

What Has Changed in the New Corporate Governance Code?: Five Key Things to Know about the New Code and Associated Guidance

Goodwin on

On 22 January 2024, the Financial Reporting Council (the FRC) published revisions to the UK Corporate Governance Code (the 2024 UKCGC), replacing the 2018 version with effect from financial years commencing on or after 1...more

BCLP

Revised QCA Corporate Governance Code

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The Quoted Companies Alliance (QCA) has published a revised corporate governance code (Code). The Code is still based around 10 Principles but has been updated to keep pace with evolving investor expectations, particularly...more

BCLP

The Takeover Panel Publishes Changes to Rule 21 (Restrictions on Frustrating Action)

BCLP on

Following on from its earlier consultation, the Code Committee of the Takeover Panel has published its amendments to Rule 21 of the Code which take effect on 11 December 2023 and apply to on-going transactions which straddle...more

Womble Bond Dickinson

Delaware Extends Exculpation Rights to Senior Officers: Updates and Guidance on Corporate Charter Amendments

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Since 1986, Section 102(b)(7) of the Delaware General Corporation Law (“DGCL”) has allowed corporations to include an exculpation provision in their certificate of incorporation that eliminates or limits the personal...more

Conyers

Cayman schemes – where are we now?

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Following the implementation of the recent amendments to the Companies Act to remove the head count test for shareholder schemes of arrangement, Conyers has assisted two Hong Kong listed companies (China Vast Industrial Urban...more

BCLP

Delaware Corporate Law Developments: What You Need to Know for 2023

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Delaware corporate law continually evolves, and 2022 was no exception. As the year draws to a close and proxy season approaches, here are highlights of significant changes that may impact 2023 annual meeting plans, among...more

BakerHostetler

Corporate Officers May Be Exculpated from Personal Liability Under New Amendment to Delaware Law

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Key Takeaways ..Newly amended DGCL Section 102(b)(7) allows Delaware corporations to provide officers with exculpatory protections for personal monetary damages resulting from a breach of fiduciary duty in certain...more

Conyers

Cayman Islands Restructuring: Recent Common Law Insights for Directors when Entering the Zone of Insolvency

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Conyers partner Jonathon Milne and associate Rowana-Kay Campbell in the Cayman Islands, and partner Anna Lin in Hong Kong, explain why the new Cayman restructuring regime is likely to be a welcome addition to the legislative...more

Stikeman Elliott LLP

Statutory Majority Voting Requirements to Come Into Force for CBCA Incorporated Reporting Issuers

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Effective August 31, 2022, directors of reporting issuers that are incorporated under the Canada Business Corporations Act (CBCA) will have to be elected by a majority of the votes cast for and against them, unless otherwise...more

Smith Anderson

2021 Amendments to the North Carolina Business Corporation Act

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The North Carolina General Assembly recently approved Senate Bill 507 (the "Act"), which makes a number of significant changes to the North Carolina Business Corporation Act ("NCBCA"), and the governor signed the Act into law...more

Goodwin

New Amendment to Delaware General Corporation Law Solidifies Delaware’s Status as Welcoming of Benefit Corporations

Goodwin on

Since the 2013 adoption of a new subchapter to the Delaware General Corporation Law, which provided corporate entities the ability to be formed as, or convert into, a public benefit corporation, Delaware has been an...more

Miles & Stockbridge P.C.

2019 Legislative Update

During its 2019 session, the Maryland General Assembly (the “General Assembly”) passed two bills that amend the Maryland General Corporation Law (the “MGCL”). Both bills were proposed by the Business Law Section of the...more

Fisher Phillips

Your Comprehensive Guide to 2018 Proposed California Legislation

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February 16 was the deadline to introduce new bills in the California Legislature. By that date, nearly 2,200 bills were introduced. While that may seem like a staggering amount of legislative proposals (especially for a...more

Kelley Drye & Warren LLP

Still More Changes Affecting Not-For-Profit Corporations

In 2016, New York amended its Not-For-Profit Corporation Law once more, building upon the New York Non-Profit Revitalization Act of 2013 (“the Act”), and the changes (“the Amendment”) took full effect as of May 27, 2017. This...more

Dorsey & Whitney LLP

2016 Amendments to the Delaware General Corporation Law

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On June 16, 2016, Delaware Governor Jack Markell signed into law House Bill No. 371, which makes a number of noteworthy changes to the Delaware General Corporation Law (“DGCL”). The most significant 2016 amendments to the...more

Davis Wright Tremaine LLP

Changing the Changes: 2015 Revisions to the New York Non-Profit Revitalization Act of 2013

The Non-Profit Revitalization Act of 2013 (the “2013 Act”) carried out the first major overhaul of the New York Not-for-Profit Corporation Law (the "NPCL") in four decades. A number of changes to the 2013 Act were enacted in...more

Patterson Belknap Webb & Tyler LLP

Bill Passed to Amend the New York Not-for-Profit Corporation Law

On December 11, 2015 Governor Andrew M. Cuomo signed into a law a bill amending New York’s Not-for-Profit Corporation Law (the “NPCL”), Estates Powers and Trusts Law (the “EPTL”) and Religious Corporations Law (the “RCL”). ...more

Womble Bond Dickinson

Delaware General Corporation Law Amendments

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On June 24, 2015, Delaware Governor Jack Markell approved several important amendments to the Delaware General Corporation Law (the “DGCL”),[1] with such amendments generally becoming effective on August 1, 2015. These...more

Brownstein Hyatt Farber Schreck

2015 Nevada Business Entities Law Update

The 78th Session of the Nevada Legislature made a number of changes to provisions of Title 7 of the Nevada Revised Statutes (NRS) governing business entities, including corporations, limited liability companies and limited...more

Burr & Forman

Corporate Directors Are Not Personally Liable Under New Tennessee Law

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A misunderstanding over recent amendments to Tennessee’s Business Corporation Act has led drafters of Public Chapter No. 60 to issue a statement emphasizing that corporate directors are not personally liable for a company’s...more

Foley Hoag LLP

Delaware Corporation Law Statute Amended to Provide for Ratification and Validation of Defective Corporate Acts

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As part of recent amendments to the Delaware General Corporations Law (DGCL), two new sections were added to the DGCL to facilitate the ratification of so-called “defective corporate acts” that would otherwise be invalid due...more

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