Much has been written regarding Elon Musk’s criticism of the State of Delaware and the decisions of its courts about him and his many successful business enterprises–and by extension the large number of other businesses impacted by Delaware law. In a broader sense, Musk’s criticism, and that of others, has generated discussion about the perennial
Commentary
AI and the Law
By Francis Pileggi on
Posted in Commentary
The burgeoning impact of AI on the legal profession is akin to a large, approaching wave. Ignore it at your peril.
Lance Eliot is a prolific thought-leader on this topic. One of his many insightful articles on this subject is at this link.
Professor Bainbridge on Board Meetings via Electronic Communication
By Francis Pileggi on
Posted in Commentary
One of the nation’s leading corporate law professors, Stephen Bainbridge, addresses on his eponymous blog, whether a board meeting may be conducted by text messaging alone, and concludes that DGCL section 141(i) requires that board members participating in a meeting must be able to hear each other. The good professor cites to his own law…
Former US Attorney General argues: Del. is at risk of losing its corporate law prominence due to ESG
By Francis Pileggi on
Posted in Commentary
Former U.S. Attorney General William Barr wrote an article in today’s Wall Street Journal arguing: Delaware is at risk of losing its prominence in corporate law because of what the former U.S. Attorney General describes as the increasing infiltration into Delaware corporate law of ESG priorities, for example via Caremark claims.
Barr describes ESG as…
New Book on U.S. Supreme Court Justice Clarence Thomas
By Francis Pileggi on
Posted in Commentary
___________________________________________________________________________
U.S. Court of Appeals Judge Amul Thapar recently published a book entitled, “The People’s Justice: Clarence Thomas and the Constitutional Stories that Define Him.” This is not a book review. Rather, I just wanted readers to be aware of this exemplary new publication. The book should be read by those who seek…
Highlights of Prof. Bainbridge’s Latest Book, Called The Profit Motive: Defending Shareholder Value Maximization
By Francis Pileggi on
Posted in Commentary
Regular readers of these pages over the last 18 years are familiar with one of the nation’s most prolific corporate law scholars: Professor Stephen Bainbridge, who is often cited in Delaware court decisions. His latest book weighs in on the latest craze in corporate law: ESG considerations in addition to the traditional focus on shareholder…
ESG; Corporate Governance; and The Profit Motive
By Francis Pileggi on
Posted in Commentary
A new book by the prolific corporate law scholar, Prof. Stephen Bainbridge, who is often cited in Delaware court opinions, addresses the movement referred to as ESG: the “800-pound gorilla” in current developments in corporate law. The good professor contributes his prodigious expertise and lifelong scholarship in service of informing the public about this…
Shareholder v. Stockholder–which term is preferred in Delaware?
By Francis Pileggi on
Posted in Chancery Court Updates, Commentary
Although this short post does not qualify as breaking news, it will be a useful reminder for some:
The Delaware Court of Chancery prefers “stockholder” as the term uniformly used in the Delaware General Corporation Law for those owning a corporation, though in the past, especially prior to the 2010 DGCL amendments, there were inconsistent…
Amendment to Delaware Law Offers Exculpation For Corporate Officers
By Francis Pileggi on
Posted in Commentary
The Delaware General Corporation Law was recently updated to afford corporate officers the opportunity to enjoy the benefits of exculpation from some forms of liability that corporate directors have enjoyed protection from for many years.
Much has already been written about this topic, but a recent post on the Harvard Law School Corporate Governance Blog…
Big Law Ethics
By Francis Pileggi on
Posted in Commentary
Vice Chancellor J. Travis Laster of the Delaware Court of Chancery gave a lecture at the University of Iowa College of Law on “Big Law Ethics”, or lack thereof, based on findings that His Honor described in the “A” trilogy of cases in which he scored the ethical lapses of several senior partners in a…