Richards, Layton & Finger, P.A.

Corporate Advisory

Director at Richards, Layton & Finger, Steve Bigler provides counsel on all aspects of Delaware corporate law matters in the full range of corporate transactions, including statutory compliance, structuring, fiduciary duty, and governance.  His clients include private and public corporations of all sizes and stages and their founders, boards of directors, board committees, and venture capital and private equity firms, as well as the prominent law firms that counsel them.

Steve has considerable experience analyzing and drafting preferred stock terms, merger and investment agreement terms, and other corporate documents governed by Delaware law.  He had a lead role in drafting provisions implementing a number of innovative changes to the Delaware General Corporation Law, including:

Sections 204 and 205, permitting ratification of defective corporate acts (adopted in 2013)

Section 122(17), permitting advance waivers of corporate opportunities (adopted in 2000)

Section 251(g), permitting holding company reorganizations without a stockholder vote (adopted in 1995)

Steve was one of the original group of venture capital lawyers who drafted the NVCA model venture financing documents, and he currently serves on the National Venture Capital Association GC Advisory Board and participates in updating those documents annually.  While a member of the ABA Corporate Laws Committee, Steve was involved in drafting several additions to the MBCA, including provisions adding a statutory ratification procedure and provisions permitting the formation of public benefit corporations. He was also involved in drafting several new sections of the 7th edition of the Corporate Directors Guidebook.

Steve served as president of Richards Layton from 2008-2011. He was a member of the ABA Corporate Laws Committee from 2014-2020 and is currently a member of the Tri-bar Legal Opinion Committee.  Steve is a frequent speaker on DGCL developments and practice issues.

PRACTICES

Legal Opinions

Transactional Committees

Corporate Transactions

Corporate Governance

Mergers & Acquisitions

American Bar Association, Business Law Section: Editorial Board, The Business Lawyer; Mergers & Acquisitions Committee; Corporate Laws Committee, 2014-2020

TriBar Opinion Committee

NVCA GC Advisory Board