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Lauren P. McKenna was featured in the Philly.com article, "The Boardroom." Full text can be found in the January 18, 2016, issue, but a synopsis is below.

Since 2005, nonqualified deferred compensation plans have been subject to requirements under Section 409A as to operational as well as documentation issues.

On Oct. 27, 2009, the U.S. Securities and Exchange Commission (SEC) issued Staff Legal Bulletin No. 14E, which reversed the SEC’s policy on whether the Boards of Director of public companies can be forced to report on financial risks associated with environmental issues such as climate change.

The United States District Court for the District of New Jersey, applying New Jersey law, held that a D&O policy’s false advertising and unfair business practices exclusion barred coverage for an enforcement action alleging that a merchant cash advance company engaged in illegal lending and marketing practices. Yellowstone Capital LLC v. Argonaut Insurance Co., 2026 WL 2321647 (D.N.J. Aug. 11, 2026).

A&M Global Transaction Advisory Group's Managing Directors, Steven Lee and Manish Gupta, were recently featured in the January–February issue of Board Leadership.

The Federal Trade Commission has announced revised thresholds for interlocking directorates required under Section 8 of the Clayton Act (15 U.S.C. § 19(a)(5)).

The statutory right to advancement of directors and officers of a Delaware corporation under Section 145(e) of the Delaware General Corporation Law should not be confused with indemnification rights under Sections 145(a) and (b).

Directors, in addition to executives, soon may be targets of Foreign Corrupt Practices Act (FCPA) enforcement actions for failing to make a good faith attempt to assure that a corporate information and reporting system is in place.

It is sometimes said that California Corporations Code section 2116 "codifies" the internal affairs doctrine. See, e.g., Drulias v. 1st Century Bancshares, Inc., 30 Cal. App. 5th 696, 705, 241 Cal. Rptr. 3d 843, 851 (2018).

Vice Chancellor Montgomery-Reeves dismissed Caremark claims brought against certain directors ("Directors") of Qualcomm...

Reaffirming the old maxim that people commit crimes, not companies, the U.S. Department of Justice (DOJ) issued a policy memorandum this week that firmly gives top priority...

By the time the tender offer closed, 89.1 percent of shareholders had sold their shares to the acquiring company.

Explore the evolving risk landscape for Directors and Officers liability as corporate litigation, insurance recovery, and governance experts examine how cybersecurity breaches, AI-related claims...

In this post, Professor Stephen Bainbridge posits that the Delaware Supreme Court incorrectly decided Fliegler v. Lawrence, 361 A.2d 218 (Del. 1976) by requiring that stockholder ...

In this episode of Diversity in Practice, Natalie Kernisant, Director of Diversity and Inclusion, sits down with MoFo partner and Women's Strategy Committee...

Ed Batts, Global Co-Head of Orrick's M&A and Private Equity team, has authored an article on how recent decisions by the Delaware courts have placed limits on director compensation.

We often hear about a board of directors being sued, but can a plaintiff really sue a corporation's board?