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Delaware Supreme Court Extends Fiduciary Duties to Corporate Officers -- Important Lessons for Nonprofit Corporations

In Gantler v. Stephens, Delaware Supreme Court clarified the law, making clear that corporate officers are subject to the same fiduciary duties as directors. Jack Siegel's analysis of this decision provides best practices and lessons corporate officers and directors, particularly in the nonprofit...

Free Download: Liability of Corporate Officers and Directors--Ch. 17.03-Guidelines: The Corporate Director's Guidebook

The governance legacy of the recent credit crisis is the importance of directors and officers effectively identifying, quantifying and managing the company's most important risks. A new discussion has been added which explains the purpose, importance and structure of an Enterprise Risk Management...

First HP Lawsuit on File

No surprise. The first derivative suit against HP and its board of directors was filed in the Central District of California. Here's the complaint: Espinoza v. Leo Apotheker et al . It was filed on Wednesday - before Apotheker was fired. So it's more concerned with Apotheker's recent...

From UK to the U.S., Talent in Pipeline Keeping Women in Boardroom Numbers Down

by Gary Larkin Whether it's at conferences, in new studies or on the blogosphere, the issue of whether or not there are enough women in the boardroom has begun to pick up steam globally. The issue has been the topic of a recent forum in New York City, a recent global study on differences ...

Rogue CFO - Part I: Introduction

by David Carroll Small, privately owned corporations deal with all types of challenges: competition, government regulations, recessions, rising cost of benefits for employees —the list is long. But one area that seems to be a persistent problem for small businesses is the area of fraud, in particular...

The Short-Termism Debate: Are There D&O Liability Issues Involved, Too?

In recent months, commentators from across the political spectrum, largely in response to perceived excesses of activist investors, have called for changes to discourage “ short-termism ” – that is, the perceived excessive focus of businesses on short-term results rather long-term value...