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Cooley LLP

California Supreme Court Saves Delaware Forum Selection Clauses in Corporate Certificates of Incorporation

Cooley LLP on

On July 21, 2025, the California Supreme Court issued a significant decision clarifying that a forum selection clause in a company’s certificate of incorporation is not unenforceable simply because the selected forum (here,...more

Farrell Fritz, P.C.

It’s Time to CO-OPerate: Commercial Division Refuses to Overturn Election of Board of Directors

Farrell Fritz, P.C. on

Business Corporation Law § 619 (“BCL”) gives shareholders an “exclusive method . . . to test the validity of an election of a director.” Specifically, BCL § 619 states...more

Schwabe, Williamson & Wyatt PC

Borer Decision and Potential Impacts to ANCs

Schwabe, Williamson & Wyatt PC on

On April 1, 2022, the Alaska Supreme Court issued Borer v. The Eyak Corporation, which may impact Alaska Native Corporation boards of directors and their corporate governance structures and policies. Courts only resolve...more

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