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Corporate Governance Board Members

K&L Gates LLP

Handbook for Directors of Nonprofit Corporations in the United States

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The Handbook for Directors of Nonprofit Corporations in the United States summarizes the duties of directors of nonprofit corporations, provides general background information regarding selected available federal tax...more

KPMG Board Leadership Center (BLC)

[Webinar] On the 2025 board agenda - January 23rd, 11:00 am - 12:00 pm ET

Join us for the first KPMG Board Leadership Center (BLC) quarterly webcast of 2025 as our KPMG BLC team discusses the critical challenges and priorities driving board and committee agendas in the year ahead....more

Vinson & Elkins LLP

DOJ Levels-Up Section 8 Enforcement: Gaming Company Director Resigns from Competitor’s Board in Response to DOJ Scrutiny

Vinson & Elkins LLP on

On December 18, 2024, the Department of Justice (the “DOJ”) announced that Tencent Holdings Ltd. (“Tencent”) had removed two directors from the board of Epic Games, Inc. (“Epic”) and relinquished its right to unilaterally...more

Skadden, Arps, Slate, Meagher & Flom LLP

A Director Discusses How the Roles of Public and Private Company Directors Differ

Q: You’ve served on the boards of 36 different companies over the course of your career — some public, some private. How have you found board service to be different between the two? A: I’ve enjoyed serving on both for...more

Morris, Manning & Martin, LLP

Navigating AI Risks: A Guide for Board Members

As artificial intelligence (AI) continues its rapid evolution, its impact on the corporate landscape is becoming increasingly profound. For boards of directors, the rise of AI presents a unique blend of opportunities and...more

Venable LLP

[Webinar] Building a Nonprofit Board of Directors – Legal and Strategic Issues - October 24th, 12:30 pm - 1:30 pm ET

Venable LLP on

There are numerous considerations in structuring the board of directors of a nonprofit organization, including optimal size, qualifications, responsibilities, diversity, succession, compensation, and voting rights, to name a...more

Farrell Fritz, P.C.

Limo Company Shareholders Can't Hitch a Ride in Derivative Litigation

Farrell Fritz, P.C. on

Closely-held business entities come in all shapes and sizes. By definition, under Partnership Law § 10, it takes “two or more” owners to form a general partnership. But corporations and LLCs have no such impediment, ranging...more

The Volkov Law Group

Checking In on Caremark Cases in Delaware

The Volkov Law Group on

Over the last ten years, we have seen a marked shift from the Delaware Chancery Court chipping away at corporate board member liability claims.  In a number of seminal cases involving Boeing airplane crashes (In re the Boeing...more

Bennett Jones LLP

[Webinar] AI Insights: Foundations - April 23rd, 10:00 am - 1:00 pm MT

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Our goal is to cut through the hype and noise, while zeroing in on how AI and its evolving regulation will impact your business, your competitors and the markets in which you operate....more

Robins Kaplan LLP

Considerations for D&O Insurance in Light of the Changing Diversity, Equity, and Inclusion (DEI) Legal Landscape

Robins Kaplan LLP on

After George Floyd’s death in May 2020, companies (including their directors and officers) are facing increasing liability exposure and scrutiny from both sides of the political aisle relating to diversity, equity, and...more

Bowditch & Dewey

Solving the Puzzle to Improve Corporate Governance

Bowditch & Dewey on

An often overlooked and critical function of operating a successful business is sound corporate governance. But what is corporate governance? Generally stated, corporate governance encompasses the rules, mechanisms and...more

Lerch, Early & Brewer

He Said, She Said – The Board as Judge and Jury

Lerch, Early & Brewer on

THE SCENE - You wake up on Monday morning to find 53 unread e-mails in your inbox. Pasha from unit 101 has written extensively to complain about his neighbor in unit 102 incessantly smoking this past weekend. Pasha says...more

Allen Matkins

Does An Exchange Of Emails Constitute A Board Meeting?

Allen Matkins on

Under the California General Corporation Law, a board of directors can take action in two different ways - at a meeting or by unanimous written consent.  See Cal. Corp. Code § 307.  Over a decade ago, I posed the question of...more

Allen Matkins

What Are The Duties Of Directors In Electing, Selecting, Or Nominating Directors?

Allen Matkins on

Section 309 of the California Corporations Code specifies the standard of performance applicable to directors in performing their duties as directors of corporations organized under the California General Corporation Law. ...more

Cooley LLP

Too Small, Too Big, Just Right: The Goldilocks Size for a Nonprofit Board

Cooley LLP on

Nonprofit organizations in the US often ask how big their Board of Directors should be. Boards that are too small can fall short of their goals or stagnate, but Boards that are too big can quickly become unwieldly for...more

Cooley LLP

Time Talent Treasure: Advice for Nonprofits on Choosing Board Members

Cooley LLP on

The Board of Directors is a key pipeline for resources for any US nonprofit organization. Most nonprofits do not pay Board members for their service, so organizations rely upon dedicated volunteers....more

Allen Matkins

Voting Of Shares Held By Multiple Owners

Allen Matkins on

Shares can be held of record by multiple owners in a variety of ways, including as fiduciaries, members of a partnership, joint tenants, tenants in common, spouses as community property, tenants by the entirety, voting...more

Farella Braun + Martel LLP

Nonprofit Basics: Amending Nonprofit Corporation Bylaws

Welcome to EO Radio Show – Your Nonprofit Legal Resource. This episode covers legal aspects of amending the bylaws for a nonprofit corporation to change its governance, to update the bylaws for changes in the laws, or to...more

Farella Braun + Martel LLP

Nonprofit Basics: Designators, Members, Directors, Officers: The Who’s Who of Nonprofit Governance

Welcome to EO Radio Show - Your Nonprofit Legal Resource, brought to you by the Exempt Organizations Group at Farella Braun + Martel. My name is Cynthia Rowland, and I'm a partner at Farella. I'm a business and tax lawyer...more

Health Care Compliance Association (HCCA)

[Webinar] Best Practices for Health Plan Internal Audit - May 25th, 12:00 pm - 1:30 pm CDT

Learning Objectives - This 90-minute webinar features the following topics: - Understand how to determine what to audit - Explore important considerations before auditing - Learn about managing your audit,...more

Allen Matkins

Why I Find This Case To Be So Confusing

Allen Matkins on

I recently came across Judge William Alsup's ruling in Carbon Crest, LLC v. Tencue Productions, LLC, 2022 U.S. Dist. LEXIS 66676.  However, the first two sentences of the ruling left me baffled...more

Bennett Jones LLP

Additional Canada Business Corporation Act Regulations to Come Into Force August 31, 2022

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In 2021, the Government of Canada proposed regulations that would change the director election process for certain corporations established under the Canada Business Corporations Act (CBCA). For more information with respect...more

Allen Matkins

Want To Sell Your Membership In A Nonprofit Corporation?

Allen Matkins on

California's Nonprofit Corporation Law consists of three separate laws - the Nonprofit Public Benefit Corporation Law, the Mutual Benefit Corporation Law, and the Religious Corporation Law.  Each of these laws authorizes a...more

Oberheiden P.C.

5 Things to Consider When Creating a DAO

Oberheiden P.C. on

What Is A DAO? A decentralized autonomous organization (“DAO”) is a collectively owned and managed entity with a set of rules written in computer code. They are organized around a set of rules on the blockchain and...more

Morgan Lewis

New York Not-for-Profits Can Permanently Embrace Virtual Meetings

Morgan Lewis on

Virtual member meetings for New York State not-for-profit and religious corporations, which were originally allowed as an exceptional circumstance, are now permitted permanently. New York had temporarily modified its...more

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