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Episode 5: Business Divorce, Delaware Style
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CorpCast Episode 6: A Brief Introduction to the Delaware Rapid Arbitration Act
CorpCast Episode 2: Advancement 101
CorpCast Episode 1: Sections, 204, 205 and In re Numoda
For many years, plaintiffs’ lawyers have used Section 220 requests to harass Delaware corporations. Typically, books and records demands are intrusive and annoying—and nothing more. However, in some cases, plaintiffs have...more
It’s a banner year for Delaware corporations when it comes to protecting their directors and officers. Earlier this year, the Delaware legislature took steps that will allow captives to become a more viable alternative to...more
On February 7, 2022, Delaware’s governor signed a bill amending the Delaware General Corporation Law (DGCL) to expressly authorize Delaware corporations to purchase and maintain directors’ and officers’ (D&O) liability...more
On February 7, 2022, Delaware Governor John Carney signed into law a bill that amends the Delaware General Corporation Law (DGCL) to expressly allow the use of captive insurance companies to fund a Delaware corporation’s...more
On January 27, 2022, the Delaware state legislature passed legislation amending the Delaware General Corporation Law (DGCL) to expressly allow the use of captive insurance companies to fund a Delaware corporation’s directors...more
Delaware amended its Corporation Law (Section 145(g)) to expressly permit the use of captive insurance to protect directors and officers, including from claims for which indemnification is prohibited, joining many other key...more
Big News. On January 27, 2022, the Delaware Legislature passed legislation designed to make captive insurance a viable alternative to traditional D&O insurance. This new development should mean that, over time, the cost of...more
Directors and officers (Ds&Os) face exposure to potential personal liability for claims made against them in their capacity as directors and officers of the companies that they serve. This article is part one in a two-part...more
Below is our Quarterly Corporate / M&A Decisions Update for decisions in Q4 2020. This update is designed to highlight selected important M&A, corporate, and commercial court decisions on a quarterly basis. Brief summaries of...more
In a significant ruling for policyholders on an issue of first impression, on July 31, 2019, the Delaware Superior Court determined that shareholder appraisal actions constitute a covered "Securities Claim," as that term is...more
Section 141(d) of the Delaware General Corporations Law (DGCL) allows the certificate of incorporation (COI) of a Delaware corporation to confer upon one or more directors voting powers greater than or less than those of...more
What makes a corporate officer an “officer”? For corporations, the issue of who qualifies as an officer is significant because corporations may be required to advance legal expenses and indemnify their officers pursuant to...more
Companies want to attract talented leadership, and protections for officers and directors against lawsuits can be part of the total package. This is one reason why many businesses incorporate in Delaware—Delaware law...more