Guidepost in Motion: Off The Chain Part 2 Innovations and Best Practices in Crypto and Blockchain
Cyberside Chats: Don’t silo your risk from legal (with Ingrid Rodriguez)
Digging Deeper Episode 10: Misguided or Misconduct? Understanding Bad Behavior in the Corporate World
M365 in 5 – Part 7: Teams Audio/Video (A/V) Conferencing
M365 in 5 – Part 6: Teams Channels – The virtual collaboration workspace
M365 in 5 – Part 5: Teams Chats – Modern communications
M365 in 5 – Part 4: Teams – An introduction to collaboration
M365 in 5 – Part 3: OneDrive for Business – Protected personal collaboration
M365 in 5 – Part 2: SharePoint Online – The new file-share environment
M365 in 5 – Part 1: Exchange Online – Not just a mailbox
Sitting with the C-Suite: Differentiating Through Client Service
Sitting with the C-Suite: Culture Integration in a Remote Work Environment
Sitting with the C-Suite: HaystackID and NightOwl Merger Overview
Sitting with the C-Suite: Managing through Challenging Times? Focus on the Key Three
Nota Bene Episode 91: China Q3 Check In - Trade Wars, GDP Growth, Pandemic Comparatives, and Hong Kong with Michael Zhang
Sitting with the C-Suite: COVID 19 Impact – Four Sectors of Change for the Legal Industry
Sitting with the C-Suite: Legal Industry Technology Adoption
Sitting with the C-Suite: Trial Prep as a Launchpad for Services
Sitting with the C-Suite: eDiscovery Observations – Historical Lookback to 1990s and 2000s
Sitting with the C-Suite: Servient – What’s Next
Wilson Sonsini’s 2024 Silicon Valley 150 Corporate Governance Report reviews the corporate governance practices and disclosures of the Valley's largest public companies between October 1, 2023, and September 30, 2024. The...more
Post-election, securities industry professionals are pondering the new administration's impact on the regulatory environment and their businesses. While there is no sure outcome, many comfortably predict that under the Trump...more
Directors can play a key role in the success of start-ups and scale-ups in both the UK and the U.S. However, differences between legal frameworks and governance norms, as well as the experience and approach applied by...more
In yesterday's post, I discussed Tuli v. Specialty Surgical Center of Thousand Oaks, LLC, 2024 WL 4499271 (Oct. 16, 2024) and whether alleged personal animosity vitiated application of the business judgment rule to the...more
In OneMove Capital Corporation v Dye & Durham Limited, 2024 ONSC 5114 (OneMove), Justice Penny of the Commercial List division of the Ontario Superior Court concluded that shareholders may not submit a proposal under s. 99...more
Delaware practitioners and legal scholars are digesting the implications of SB 313 which adds a new Section 122(18) to the Delaware General Corporation. According to the bill's synopsis, this new provision...more
In an era marked by heightened global regulatory scrutiny and enforcement, the landscape of risk and compliance is undergoing an evolution making the strategic imperative for effective, risk-based compliance initiatives...more
One difficulty of answering the question of whether a general counsel is a corporate officer is that the California General Corporation Law does not define "officer". Corporations Code Section 312(a) requires a corporation...more
In a recent decision, the Fourth Circuit considered a class action lawsuit brought by shareholders of a biopharma company, INC Research Holdings, Inc. (now Syneos Health Inc.). The shareholders had voted to approve a merger...more
Special committees have evolved as a key corporate governance mechanism to assist boards of directors in discharging their fiduciary duties. Applicable securities laws mandate the use of special committees in connection with...more
In the retail industry, when superstars, C-suite employees, and other high-achieving individuals are accused of misconduct, the company has a significant management challenge to address the situation in an unemotional,...more
On September 27th, 2023, the SEC brought charges against six officers, directors and major shareholders of public companies for repeated failures to make timely filings pursuant to Section 13 and Section 16 of the Securities...more
The U.S. Senate recently passed the National Defense Authorization Act for Fiscal Year 2024 (the “NDAA”), which, if enacted, would subject insiders (i.e., directors, executive officers and greater than 10% shareholders) of...more
Yesterday's post mentioned mentioned Chapter 17 of the California General Corporation Law which governs service of process in addition to the provisions of the California Code of Civil Procedure. Corporations Code Section...more
Last week, I wrote about legislation, 2022 Cal. Stats. ch. 617, that among other things eliminated the word "executive" from the numerous sections of the California Corporations Code containing the phrase "principal executive...more
The famous quote by Mahatma Gandhi — “The world has enough for everyone's need, but not enough for everyone's greed” — aptly reflected business sentiments prevalent decades ago. At that time, the sole intention was to fulfil...more
The past few years have seen “ESG” — referring to environmental, social, and governance factors that influence decision making — move from being a fringe shareholder proxy issue to a front-of-mind C-suite issue....more
On this day, 99 years ago the Easter Rebellion began. If there is one event that is seared into history as a turning point for Irish independence from Britain, it was the Easter Rebellion. England had finally granted Home...more
It is well settled that stockholders of Delaware companies generally have the right to inspect the company's books and records upon the showing of a proper purpose. However, as demonstrated in the Court of Chancery's decision...more
Although Insights is intended to cover a wide range of issues, there are a number of topics we believe will be of particular interest to directors and senior corporate executives. Below is an introduction to these topics and...more
Coca-Cola’s decision to scale back the use of its equity compensation plan and adopt “equity stewardship guidelines” has certainly received a lot of press – for an equity plan, that is. (See for example, these pieces, in the...more
To date, the CFPB has brought 12 cases—out of more than three dozen total CFPB enforcement cases—in which it named individuals as defendants or respondents liable for violations of consumer protection statutes. Below, we...more