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Inspection Rights Shareholder Rights

Conyers

BVI Court of Appeal Upholds Directors' Right to Inspect Company Documents, Including Litigation Funding Details

Conyers on

In a recent decision, the Eastern Caribbean Supreme Courts’ Court of Appeal reaffirmed the statutory rights of directors under the BVI Business Companies Act, 2004 (the “BCA”) to inspect company documents, including...more

International Lawyers Network

Establishing a Business Entity in Italy (Updated)

1. Types of Business Entities - Italian law provides multiple forms of organizational structures to do business in Italy. They differ from one another due to the extent of liability undertaken by its members. In...more

International Lawyers Network

Establishing a Business Entity in Italy (Updated)

1. Types of Business Entities - Italian law provides multiple forms of organizational structures to do business in Italy. They differ from one another due to the extent of liability undertaken by its members. In...more

Farrell Fritz, P.C.

Foreign Affairs of the Books and Records Kind

Farrell Fritz, P.C. on

Some years ago, the question whether New York courts have subject matter jurisdiction over petitions to dissolve foreign business entities garnered much interest amongst business divorce lawyers and on this blog. The debate...more

International Lawyers Network

Establishing a Business Entity in Italy (Updated)

1. Types of Business Entities - Italian law provides multiple forms of organizational structures to do business in Italy. They differ from one another due to the extent of liability undertaken by its members. In...more

Farrell Fritz, P.C.

Proceed with Caution: Strategy Considerations Before Making a Books and Records Demand

Farrell Fritz, P.C. on

The books and records demand often is the opening act in business divorce litigation. The relatively low burden that an owner must meet in order to obtain access to a company’s books and records, and the availability of an...more

International Lawyers Network

Establishing A Business Entity In Italy (Updated)

1. Types of Business Entities - 1.1 Premises - The Italian law provides multiple forms of organizational structures in order to do business in Italy, which differ from one another due to the extent of the liability...more

WilmerHale

Recent Decisions From Delaware Court of Chancery Slow Trend Toward Wider Inspection in Corporate Books and Records Demands

WilmerHale on

Corporate books and records demands are on the rise. And as the Delaware courts have made it easier for shareholders to demonstrate a proper purpose to seek inspection, corporations increasingly must defend these actions by...more

International Lawyers Network

Establishing A Business Entity In Italy (Updated)

1. Types of Business Entities - 1.1 Premises - The Italian law provides multiple forms of organizational structures in order to do business in Italy, which differ from one another due to the extent of the liability...more

Herbert Smith Freehills Kramer

Delaware Supreme Court Holds That Stockholders Need Ordinarily Only Identify a ‘Credible Basis’ for Possible Wrongdoing, Not...

Last week, the Delaware Supreme Court issued an important decision effectively broadening the scope of stockholder pre-litigation inspection rights. ...more

Orrick, Herrington & Sutcliffe LLP

Delaware Chancery Court Confirms that Inspection Rights to Books and Records of Delaware Companies Are Governed by Delaware Law,...

On August 13, 2020, the Delaware Court of Chancery held that stockholders’ rights to inspect the books and records of Delaware companies are exclusively governed by the Delaware inspection statute, 8 Del. C. § 220...more

White and Williams LLP

Delaware Stockholders Need Only Present Reasonable Inference of Managerial Wrongdoing for Inspection of Company’s Records

White and Williams LLP on

Section 220 of the Delaware General Corporation Law affords stockholders a qualified right to inspect a corporation's books and records. A Section 220 inspection is a powerful stockholder right, and indeed, the Delaware...more

McCarter & English, LLP

New Jersey Supreme Court Affirms The Proper Scope Of Shareholders’ Right To Inspect Books And Records

The New Jersey Supreme Court affirmed per curiam the Appellate Division’s decision in R.A. Feur v. Merck & Co., Inc. and its strict adherence to the New Jersey corporate statute N.J.S.A. 14A:5-28 governing “books and records”...more

A&O Shearman

Delaware Court Of Chancery Grants Books And Records Request Arising From Caremark Claims Related To Facebook User Privacy

A&O Shearman on

On May 30, 2019, Vice Chancellor Joseph R. Slights III of the Delaware Court of Chancery granted a stockholder demand to inspect Facebook’s books and records in connection with their Caremark claims arising from alleged data...more

WilmerHale

Emails and Texts Could Constitute Corporate Books and Records

WilmerHale on

Directors, corporate secretaries and company counsel must be mindful of good corporate housekeeping practices involving the maintenance of corporate books and records. Earlier this year, a handful of Delaware court opinions...more

Dorsey & Whitney LLP

Delaware Supreme Court Orders Company To Turn Over Emails To Stockholder In Response To Books And Records Request

Dorsey & Whitney LLP on

The Delaware Supreme Court recently ordered a corporation to produce emails and other electronic documents in response to a stockholder’s request to inspect books and records under Section 220 of the Delaware General...more

Allen Matkins

Federal Court Blocks Shareholder Inspection Of Delaware Corporation's Records Pursuant To California Statute

Allen Matkins on

United States District Court Judge Haywood S. Stirling, Jr. yesterday blocked a stockholder's attempt to use California's shareholder inspection statute to gain access to a corporation's "books and records and minutes of...more

Skadden, Arps, Slate, Meagher & Flom LLP

Delaware Supreme Court Clarifies When Emails Should Be Produced

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

Farrell Fritz, P.C.

At Least I Still Have My Rights of Inspection

Farrell Fritz, P.C. on

Perhaps it’s because I’ll be speaking on the topic later this week, or perhaps it’s because of a recent post on another one of our blogs, but shareholder rights of inspection have been on the mind of late....more

Farrell Fritz, P.C.

Inspection Rights, Oral Operating Agreements, and Other Pop-Diva Delights

Farrell Fritz, P.C. on

Over the last several years, the books-and-records proceeding and its corresponding shareholder rights of inspection seem to have entered a bit of renaissance period in the courts. ...more

Allen Matkins

By Adding Commas, Did The Legislature Expand Shareholder Inspection Rights?

Allen Matkins on

Section 1601(a) of the California Corporations Code currently subjects to shareholder inspection the "accounting books and records and minutes of proceedings of the shareholders and the board and committees of the board"....more

Allen Matkins

A Not So Fabulous Fable (Part II)

Allen Matkins on

Yesterday's post told of Dick Plantagenet's "winter of discontent" when learned of Henry Tudor's demand to inspect the books, records, and minutes of his small Delaware corporation, Cwmni Cyfyngedig, Inc. ("CCL"). Henry...more

Allen Matkins

A Not So Fabulous Fable Of Shareholder Inspection

Allen Matkins on

This not so fabulous fable is about a small Nevada corporation, Cwmni Cyfyngedig, Inc. ("CCL"). It is set in the not too distant future....more

Morris James LLP

Court Of Chancery Explains Proper Purpose Analysis

Morris James LLP on

KT4 Partners LLC v. Palantir Technologies Inc., C.A. 2017-0177-JRS (February 22, 2018) - When a demand to inspect corporate records states a purpose other than to value the corporation’s stock, it is often difficult to...more

Allen Matkins

Is Someone Else's Purpose An Improper Purpose?

Allen Matkins on

A post on the Harvard Law School Forum on Corporate Governance and Financial Regulation discusses Vice Chancellor J. Travis Laster’s recent decision in Wilkinson v. A. Schulman, Inc., 2017 Del. Ch. LEXIS 798. The case...more

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