activists and regulators have for years sought to regulate or control executive
compensation practices, with little success. That changed with the current
financial crisis, and compensation practices, rules and claims will continue
along the road of change. In this Emerging Issues Analysis...
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...
exposure to Insureds and their D&O insurers from securities class action
lawsuits has escalated greatly over the last ten years. Much has been written
about the explosion in the magnitude of settlements in those lawsuits.
Unfortunately, this exposure is now getting even larger and...
Relatively few cases address the fiduciary
duties of an acquiring board. These cases indicate that, absent a conflict of
interest, courts will generally apply the deferential standard of the business
judgment rule to a board's acquisition decision. Nonetheless, recent highly
publicized failed acquisitions...