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Corporate Misconduct › Directors

Carey Olsen

Bermuda Court confirms personal right of action of company directors to end wrongful exclusion

Carey Olsen on

In two notable recent judgments, the Bermuda Supreme Court ruled that a director of a Bermuda company was entitled to an interim injunction prohibiting the company and its other directors from improperly excluding him from...more

Allen Matkins

Unreasonableness Or Carelessness Is Insufficient To Prove Liability In Nevada

Allen Matkins on

Nevada's exculpatory statute, NRS 78.138(7), requires a plaintiff to both rebut a statutory presumption of good faith and prove a breach of fiduciary duty involving intentional misconduct, fraud, or a knowing violation of the...more

Jones Day

Another Reason for ASIC Not to Litigate

Jones Day on

The Situation: Australia's corporate regulator, the Australian Securities and Investments Commission ("ASIC") brought proceedings against two former directors of Tennis Australia ("TA") alleging that they engaged in numerous...more

Skadden, Arps, Slate, Meagher & Flom LLP

Supreme Court Provides Further Guidance on Demands to Inspect Electronic Communications

Skadden, Arps, Slate, Meagher & Flom LLP on

Recently, Delaware corporations faced with demands for books and records under 8 Del. C. § 220 have increasingly been forced to contend with demands for electronic communications, such as emails. Historically, the Delaware...more

Stinson - Corporate & Securities Law Blog

Shareholder Files Derivative Action against Facebook Directors for Insider Trading

Stinson - Corporate & Securities Law Blog on

In a wide ranging derivative action, a Facebook shareholder has filed a 193 page complaint in the Delaware Court of Chancery alleging three Facebook directors sold a total of $1.5 billion of stock while in possession of...more

Skadden, Arps, Slate, Meagher & Flom LLP

Delaware Supreme Court Clarifies When Emails Should Be Produced

Skadden, Arps, Slate, Meagher & Flom LLP on

On January 29, 2019, the Delaware Supreme Court provided guidance to the Court of Chancery regarding the scope of a stockholder’s inspection rights under Section 220 of the Delaware General Corporation Law or similar LLC or...more

Perkins Coie

Navigating Yates Memo Minefield and Broadening of Excess Side-A DIC D&O Insurance Policies

Perkins Coie on

Former Deputy Attorney General Sally Yates issued a memorandum (the Yates Memo) in September 2015 setting forth guidance on how the U.S. Department of Justice would handle future corporate investigations and, to the extent...more

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