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Corporate Governance Email

Thomas Fox - Compliance Evangelist

Tone at the Top Week: Part 3-Email as a Strategic Compliance Tool

We continue our exploration of how CEOs and senior executives are uniquely positioned to drive home the importance of ethical behavior and adherence to compliance regulations. Today, we consider the humble email and how it...more

Allen Matkins

Does An Exchange Of Emails Constitute A Board Meeting?

Allen Matkins on

Under the California General Corporation Law, a board of directors can take action in two different ways - at a meeting or by unanimous written consent.  See Cal. Corp. Code § 307.  Over a decade ago, I posed the question of...more

Vinson & Elkins LLP

Updated DOJ Guidance on Devices and Ephemeral Messaging

Vinson & Elkins LLP on

On March 3, 2023, the Department of Justice (“DOJ”) issued long-awaited guidelines on how it will evaluate whether companies have implemented appropriate guidance and controls on the use of personal devices and third-party...more

K2 Integrity

Cyber Predictions 2022

K2 Integrity on

Where We Stand - This year kicks off against the backdrop of the security flaw found in Log4j, a system-logging code library widely used in applications and services across the Internet. In the aftermath of this crisis, a...more

Wilson Sonsini Goodrich & Rosati

Delaware Court of Chancery Addresses Outside Director’s Use of Another Entity’s Email Account for Board Communications

The Delaware Court of Chancery recently addressed whether an outside director’s use of another entity’s email account would require the director to turn over emails from that account in stockholder litigation relating to his...more

Allen Matkins

Bill Would Mandate That All LLCs Have A "Valid" EMail Address

Allen Matkins on

In a move that may not please Postmaster General Megan G. Brennan, California Assembly Member James Gallagher has introduced a bill that would effectively require every limited liability company and every foreign limited...more

Foley & Lardner LLP

Responding to Books and Records Demands in an Increasingly Digital World - 3 Key Tips

Foley & Lardner LLP on

Stockholder “books and records” requests have become increasingly prevalent in the past decade. These requests can be a used as tools by activist investors to gather information to support demands for corporate change or a...more

WilmerHale

Emails and Texts Could Constitute Corporate Books and Records

WilmerHale on

Directors, corporate secretaries and company counsel must be mindful of good corporate housekeeping practices involving the maintenance of corporate books and records. Earlier this year, a handful of Delaware court opinions...more

Shumaker, Loop & Kendrick, LLP

Voting by E-mail and Written Consent

Recent amendments to section 720.303, Florida Statues, which take effect July 1, 2018, provide that members of the board of directors for a homeowners’ association are allowed to use e-mail as a means of communication;...more

Allen Matkins

Do Your Bylaws Make Obtaining Waivers Of Notice More Onerous?

Allen Matkins on

Yesterday’s post concerned waivers of notice of shareholders’ meetings under Section 602 of the California Corporations Code.  Although not required to do so, corporate bylaws often parrot the statute.  One popular guidebook,...more

Latham & Watkins LLP

International Fraud & Asset Tracing (3rd Edition), France

Latham & Watkins LLP on

In this Guide: - Introduction - Managing the Internal Investigation - Disclosure from Third Parties - Steps to Preserve Assets/Documents - Civil Proceedings - Anti-Bribery/Anti-Corruption Legislation -...more

Levenfeld Pearlstein, LLC

The Palm II Court Decision Cracks Down On Condominium Boards

On March 21, 2014, the Illinois Appellate Court entered a Rule 23 Order in Palm vs. 2800 Lake Shore Drive Condominium Association ("Palm II"). A Rule 23 Order may not be cited as precedent in other cases in Illinois courts,...more

Brownstein Hyatt Farber Schreck

Email Users Beware: Companies and Corporate Officers Should Evaluate Email Practices in Light of Delaware Chancery Court Decision

On September 5, 2013, the Delaware Chancery Court ruled that the attorney-client privilege does not protect from disclosure emails sent by corporate officers to their personal attorneys using the company’s email account. In...more

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