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Gabe Shawn Varges Examines Emerging International Indicators for Compliance Function Expectations, Particularly Positioning, Resources, and Authority

Global trends on risk management help foreshadow what may come to be expected of compliance functions in an increasing number of jurisdictions, particularly in respect of positioning, resources, and authority. Gabe Shawn Varges, Head of Governance at FINMA, the Swiss combined regulator for banking, insurance...

Gabe Shawn Varges Examines Emerging International Indicators for Compliance Function Expectations, Particularly Positioning, Resources, and Authority

Global trends on risk management help foreshadow what may come to be expected of compliance functions in an increasing number of jurisdictions, particularly in respect of positioning, resources, and authority. Gabe Shawn Varges, Head of Governance at FINMA, the Swiss combined regulator for banking, insurance...

Gantler v. Stephens: 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...

Aquila and Sawyer of Sullivan & Cromwell LLP - Speed Reading: Top 10 Issues to Consider When Adopting a Poison Pill Rights Plan

Rights plans are one of the most effective takeover defenses, despite the decrease in use over the past decade. This article focuses on ten key issues that any board should consider when making a decision relating to a rights plan. The authors write: While rights plans, or "poison pills"...

Reed Smith LLP on Applying Eight Corners Rule to Defense Costs Advancement in Pendergest-Holt v. Certain Underwriters’ At Lloyd’s Of London

By John Berringer and Jill Averett, Reed Smith, LLP On March 15, 2010, the Fifth Circuit affirmed the decision of the U.S. District Court for the Southern District of Texas, PENDERGEST-HOLT V. CERTAIN UNDERWRITERS’ AT LLOYD’S OF LONDON , 2010 U.S. App. LEXIS 5384 (5 th Cir. Tex. Mar....

Drafting Corporate Charters And Bylaws: Top 10 Issues to Consider

Excerpt: Corporate charters and bylaws serve many important functions with practical applications to corporate governance and M&A transactions. Among other things, (1) they establish procedural guidelines for corporate governance (stockholder meetings, board meetings, etc.); (2) in public companies...