Search results for: Annual Lecture

Widener University School of Law announced that Guhan Subramanian, the Joseph Flom Professor of Law & Business at Harvard Law School, delivered the 2013 Annual Francis G. Pileggi Distinguished Lecture in Law. This is the 29th year of this Lecture Series.

The title of this year’s lecture was, “Delaware’s Choice,” and was presented on Friday, Nov. 22 in the du Barry room of the Hotel du Pont at 11th and Market Streets in Wilmington. The Institute of Delaware Corporate and Business Law provided a synopsis of this year’s lecture. Professor Subramanian provided an overview of his presentation on the Harvard Law School Corporate Governance Forum with links to related commentary.

Frank Reynolds of Thomson Reuters also penned a helpful overview of the Lecture.

Highlights of the lectures from prior years were provided on these pages here, here and here.

Subramanian, who also serves as the Douglas Weaver Professor of Business Law at Harvard Business School, discussed Delaware’s antitakeover statute, DGCL Section 203, its constitutionality and the merits of amending it to strengthen it against a possible legal challenge.

Subramanian is the first person in the history of Harvard University to hold tenured appointments to both the law school and the business school. His research explores topics in corporate governance and negotiations, and he has published articles in the Stanford Law Review, the Yale Law Journal, the Harvard Business Review and the Harvard Law Review. His work has been featured in the Wall Street Journal, the New York Times and The American Lawyer. His book “Dealmaking: The New Strategy of Negotiauctions” has been translated into five other languages. Prior to joining the Harvard faculty he spent three years at McKinsey & Company.

The annual Pileggi lecture is presented by Widener Law and the Delaware Journal of Corporate Law. The series has attracted many renowned speakers in the area of corporate law since the first Pileggi lecture in 1986. As in the past, this year’s program has been approved in Delaware for one continuing legal education credit and in Pennsylvania for one substantive continuing legal education credit.

The event each year is made possible by the generosity of Francis G. Pileggi, a founding attorney of Pileggi & Pileggi and father of Widener Law alumnus Francis G.X. Pileggi, who conceived of the idea while he was on the law review in order to create a corporate law forum for practitioners, judges and academics.

This annual lecture in law by a nationally-recognized corporate scholar took place this year on November 9, 2012 at the Hotel duPont in Wilmington and featured Professor Lyman P.Q. Johnson.

Professor Johnson’s presentation was entitled:

“Unsettled and Unsettling Issues in Corporate Law”

An abstract of his presentation follows:

This lecture revisits two fundamental issues in corporate law.  One involves a great deal of seemingly settled law—the central role of the business judgment rule in fiduciary litigation—while the other—whether there is a mandated corporate purpose—has very little law.  Using the emergent question of whether the business judgment rule should be used in analyzing officer and controlling shareholder fiduciary duties, Professor Johnson will propose a rethinking of the rule’s analytical preeminence.  For a variety of reasons, he suggests elevating duties themselves to be more prominent and deemphasizing the business judgment rule.

As to corporate purpose, Professor Johnson will advocate that Delaware law permit a pluralistic approach in the for-profit corporate sector.  Long agnostic about ultimate corporate objective, Delaware law may have turned unnecessarily toward a strict shareholder primacy focus in the 2010 eBay decision.  To bring clarification and to foster flexibility, Professor Johnson recommends a legislative default provision, with an opt-out feature.

Details about the annual lecture, named in honor of my father, are available here and here. Details about some of the more recent annual lectures in this series are available here, and a list of all 27 prior annual lectures, organized by the Widener University School of Law and the Delaware Journal of Corporate Law, can be accessed here.  Professor Johnson’s law school also provided a press release. The Institute of Delaware Corporate and Business Law provided a summary of the presentatiion.

This year’s Distinguished Lecturer is Professor Edward Rock of the University of Pennsylvania Law School, a nationally recognized corporate law expert. A summary of his background and a sampling of his scholarship are provided in the announcement here. The origin of the  Annual F. G. Pileggi Distinguished Lecture in Law,  sponsored by The Delaware Journal of Corporate Law, the lead law review of Widener University School of Law, is described here. This annual lecture series was named after my father, F. G. Pileggi, and not the author of this blog post. (I have an extra middle initial.) Last year’s Lecture, and links to lecturers from prior years, are highlighted on this blog here.

The topic and the abstract of this year’s presentation, held today, October 9, 2009, in Wilmington, Delaware, is as follows:

TOPIC:
When the Government is the Controlling Shareholder: Implications for Delaware
 

ABSTRACT:
As a result of the bailouts that began in the fall of 2008, the Emergency Economic Stabilization Act of 2008, and Troubled Assets Relief Program, and its various subprograms, the United States Government now owns a large portfolio of equity positions in Delaware corporations, including controlling positions in AIG, Citigroup, GM, and GMAC. Corporate law provides a complex and comprehensive set of standards of conduct governing the behavior of controlling shareholders. When the Treasury is the controlling shareholder, doctrines of “sovereign immunity” replace many of these existing “private law” structures of accountability with federal “public law” norms. In this lecture, I examine Delaware’s place in this new legal landscape.

UPDATE: The Wilmington News Journal published an article about the Annual Lecture here. Also, The Philadelphia Inquirer’‘s Joe DiStefano wrote a piece about the good professor’s Lecture here.
 

The 24th Annual F.G. Pileggi Distinguished Lecture in Law, sponsored by The Delaware Journal of Corporate Law, the lead law review of Delaware’s Widener University School of Law, was presented today by Professor Eric Talley, a visiting professor this year at Harvard Law School.  Here is a short description of this year’s event with a link to a video of the presentation. 

The prior 23 Annual Distinguished Pileggi Lecturers have been listed here. My posts about last year’s Distinguished Pileggi Lecturer (and reference to the two prior years) is available here. Some background on how the Annual Lecture began is described here. 

UPDATE: The Delaware Law Weekly has a story about it here. The Delaware Corporate Litigation Reporter, published by Thompson-West, also has an article about it that they graciously allowed me to reprint on this blog here.

A  partial abstract of this year’s Distinguished Lecture in Law by Professor Eric Talley,  held at the Hotel duPont in Wilmington, Delaware, on October 10, 2008,  is as follows:

How Complexity Simplifies Corporate Law, Governance, and Incentives

ABSTRACT:

Complexity makes corporate law and governance both challenging and interesting. Indeed, the modern corporate enterprise must mediate and regulate a vast number of conflicting interests, claims, constituencies and authority relationships. Within the shadowy interstices of these conflicts, coordination and incentive problems tend to propagate and thrive. In many ways, the key challenge of corporate law is that of constructing balance amid the chaos of these competing forces.
 

The 22nd  Annual Francis G. Pileggi Distinguished Lecture in Law will be held on October 20 at 8:00a.m. at the Hotel duPont in Wilmington, Delaware. This year’s lecturer is Prof. Hillary Sale, a nationally prominent corporate law expert. The lecture is approved for one-hour of free CLE for both Delaware and Pennsylvania attorneys. Prof. Sale’s presentation: "Caremark: A Tale of Two Fiduciaries" comes on the 10th anniversary of the Court of Chancery decision by retired Chancellor William T. Allen titled In re Caremark International Inc. Derivative Litigation. The famous decision dramatically focused attention on directors’ roles in implementing corporate compliance programs. More details are available here (including a number to rsvp, though seating is limited) .

Larry Ribstein gives his view of Professor Steve Bainbridge’s presentation on the Unocal case, and the abstract of the article on which Bainbridge based the 21st Annual F.G. Pileggi Distinguished Lecture in Law to the Delaware Bench and Bar last week. Several members of the Delaware Chancery Court and Delaware Supreme Court, in addition to members of the Bar, were in attendance to hear Bainbridge’s positive perspective on the case. Ribstein has also presented the Pileggi Lecture in years past.

Professor Mark Roe of Harvard Law School presented today the 23rd Annual F.G. Pileggi Distinguished Lecture in Law in Wilmington, Delaware, to members of the Delaware Bench and Bar at the Hotel duPont at 8:00a.m.  The Lecture was entitled: "Does Delaware Compete?" ( The lecture series is named after my father — for those noticing the different initials.) The presentation was approved for one hour of CLE credit in Delaware and Pennsylvania. Here is a more detailed summary of Professor Roe’s scheduled presentation.

I understand that Professor Larry Hamermesh will be providing a summary of Prof. Roe’s Lecture on the Harvard Corporate Governance Blog in the near future.

Among Professor Roe’s many publications is his law review article entitled Delaware’s Politics, 118 Harv. L Rev. 2491 (2005), in which he examines the interplay between Delaware’s role in forming and monitoring the nation’s corporate governance law and the ability of the U.S. Congress to displace Delaware in that capacity.

Here is a post on the 22nd Annual Pileggi Lecture presented by Professor Hillary Sale.  Here  is a post on the 21st Annual Pileggi Lecture by Professor Stephen Bainbridge, including a link to his law review article prepared in connection with the Lecture which, like each of the annual presentations, is intended to form the basis of an article for Widener’s law review.

UPDATE: Here is a post about the Lecture on the Harvard Corporate Governance Blog.

UPDATE II:  Here is an article about the Lecture in The Delaware Law Weekly.

Frank Reynolds of Thomson Reuters has written an article that provides a detailed synopsis of the presentation last pileggi 2015 3week by Professor Jeffrey Gordon of Columbia Law School in which the good professor discusses the triumph of Delaware’s board-centered model in connection with activist investors. The speech was presented as the 31st Annual Francis G. Pileggi Distinguished Lecture in Law. Details about the Lecture and its history are included in Frank Reynolds’ article and also available on these pages. We highlighted a recent Chancery decision that discussed the board-centered approach to Delaware corporate law. Professor Gordon is shown in the photo. Supplement: The esteemed Professor Stephen Bainbridge, who a number of years ago presented this Annual Lecture, provides commentary on Professor’s Gordon topic.

This year’s Annual F.G. Pileggi Distinguished Lecture in Law,  was presented by former SEC Commissioner Joseph Grundfest, the current W.A. Franke Professor of Law and Business at Stanford Law School and a senior faculty member at the law school’s Center for Corporate Governance. His topic for this 26th annual gathering of lawyers and judges in Delaware, named after my father, was: "Choice of Forum in Intra-corporate Litigation".

The event took place today at the Hotel duPont in Wilmington, Delaware, October 8, 2010 at 8:00 a.m., under the auspices of  The Delaware Journal of Corporate Law, Widener University Law School. An abstract of the presentation follows:

CHOICE OF FORUM PROVISIONS IN INTRA-CORPORATE LITIGATION:
MANDATORY AND ELECTIVE APPROACHES

ABSTRACT

Choice of forum provisions are common in commercial agreements. They are also broadly respected and readily enforced, even when characterized as contracts of adhesion. In contrast, choice of forum provisions in charters and bylaws governing intra-corporate disputes are exceedingly rare. Only 38 publicly traded entities–fewer than four tenths of one percent of all publicly traded entities–currently have such provisions.

The incidence of these provisions remains low, even though their number has doubled since Chancery’s decision in Revlon. These provisions also appear in distinct clusters: many can be traced back to the copying of a root provision, and the evolution of the practice can be traced through propagation patterns that explain why specific companies decided to adopt provisions that are, in the aggregate, quite rare. These provisions also currently appear in two distinct forms: mandatory provisions that seek to compel that intra-corporate litigation proceed in the state of incorporation, and elective provisions that compel that the litigation proceed in the chartering state unless the corporation consents in writing to another forum.

In this lecture, I examine whether choice of forum provisions are likely to be enforced by the courts, whether inclusion in the charter or bylaws influences enforceability, as well as the relative merits of the mandatory and elective forms of the provision.

The good professor provides much more detail in his Powerpoint, which is excerpted here, and concludes that both the mandatory and elective provisions should be enforceable.  The complete Powerpoint is available on the law review’s website here. The expected law review article based on this Lecture should make for interesting reading.

A post about last year’s lecture by Professor Edward Rock is available here. Information about prior speakers and a history of the Annual Lecture, is available here.

SUPPLEMENT: Professor J.W. Verret has some very nice things to say about the Annual Lecture here, for which we are very grateful.  Professor Larry Ribstein provides scholarly commentary on the topic generally addressed by Professor Grundfest here. Professor Davidoff adds his learned commentary here. Ed Micheletti, a partner in the Wilmington office of the Skadden Arps firm, kindly referenced the Distinguished Lecture series in an article he wrote here.