The Delaware Governor signed legislation last night that makes big changes to Delaware corporate law. The new law amended the corporate statute to create a definition for “controlling shareholder” and “disinterested director” as well as adding new prerequisites before a shareholder can demand corporate records. As the editor of The National Law Review’s Delaware Corporate
Chancery Recites Fundamental Principles of Delaware Corporate Law
In the context of explaining why certain challenges to a stockholders’ agreement were not barred by laches and were otherwise timely, the Delaware Court of Chancery recently recited several enduring fundamental principles of Delaware corporate law and corporate governance in the gem of a decision styled: West Palm Beach Firefighters’ Pension Fund v. Moelis & …
Our Section 220 Law Review Article Made the Top 10 List This Week
The law review article we wrote recently on Section 220 of the Delaware General Corporation Law (DGCL), regarding the right of shareholders to books and records of a corporation, reached the Top 10 list of most downloaded articles on corporate governance from SSRN (which is a repository where one can find virtually all law…
Proposed Amendments to the Delaware General Corporation Law
A post on The Harvard Law School Corporate Governance Forum (formerly called a Blog instead of a Forum), here, by lawyers at the Delaware law firm of Potter Anderson & Corroon, summarizes the proposed amendments to the Delaware General Corporation Law. As most readers know, the DGCL is updated every year as part of Delaware’s…