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State Bar Associations › Corporate Governance

Lathrop GPM

Revisions To Delaware SB 21 Made Public After Initial Draft Criticized As Too Controller-Friendly

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On March 3, a committee of the Delaware State Bar Association (DSBA) announced revisions to Senate Bill 21 (SB 21) aimed at paring back some of the proposed protections seen as too controller-friendly....more

Fox Rothschild LLP

Back to the Drawing Board: Delaware Bar Proposes Legislation Limiting Effects of Moelis Ruling on Stockholders Agreements

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In a lightning-fast response to the recent ruling in West Palm Beach Firefighters’ Pension Fund v. Moelis & Co., the Delaware State Bar Association’s Council of the Corporate Law Section has proposed an amendment to the...more

Skadden, Arps, Slate, Meagher & Flom LLP

Proposed DGCL Amendments Would Expressly Authorize Stockholders’ Agreements and Align DGCL Provisions with Current M&A Practices

Skadden, Arps, Slate, Meagher & Flom LLP on

On March 28, 2024, the Council of the Corporation Law Section of the Delaware State Bar Association (DSBA) approved proposed amendments to the Delaware General Corporation Law (DGCL) in order to align the DGCL’s provisions...more

Smith Anderson

Recent Amendments to the North Carolina Business Corporation Act - Update

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The Business Law Section of the North Carolina Bar Association was active this past year in proposing certain changes to the North Carolina Business Corporation Act. Below is a summary of the amendments that were adopted this...more

Allen Matkins

What Public Corporation Exists Without Ever Filing Articles Of Incorporation?

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The California General Corporation Law providers that the corporate existence begins upon filing of the articles.  Cal. Corp. Code § 200(c).  However, some California corporations have been birthed without the filing of...more

Environmental General Counsel PC

Planning for Success: Launching and Implementing an ESG Program

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There is a difference between launching an ESG program and launching a successful ESG program, according to three experts on a June 1, 2023 Bar Association of San Francisco CLE panel moderated by Catherine W. Johnson, founder...more

Moore & Van Allen PLLC

Attorneys Should Have An Ethical Duty To Advance DEI

Moore & Van Allen PLLC on

Following the murder of George Floyd in 2020, companies increasingly began performing racial equity and civil rights assessments to measure company performance in terms of achieving goals related to social justice and...more

White and Williams LLP

2019 Proposed Amendments to the Delaware General Corporation Law

White and Williams LLP on

The Corporation Law Section of the Delaware State Bar Association recently published its proposed amendments to the Delaware General Corporation Law (DGCL) for 2019.1 The amendments reflect a broad effort to modernize the...more

Allen Matkins

California Corporations And Convertible Shares

Allen Matkins on

Section 403 of the California Corporations Code provides authority for a California corporation to issue convertible shares when so provided in the articles of incorporation. In general, conversion may be upon the "happening...more

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