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During the "Directors Panel" at the Securities Enforcement Forum West, Jina Choi discussed voluntary self-disclosure policies with the Securities Exchange Commission (SEC).

A new article in Corporate Counsel speaks to the growing use of the term "Chief Legal Officer" by large organizations to denote the senior legal officer, and to reflect the role of that officer...

A Delaware Court of Chancery decision examines whether a $4 billion take-private transaction involving a controlling stockholder should face entire fairness review, focusing on alleged disclosure deficiencies that prevented the MFW safe harbor from applying. The ruling addresses claims that the process favored the controller's liquidity needs and preferred buyer while public stockholders were cashed out, with the court sustaining breach of fiduciary duty claims against most directors and an aiding and abett

In this episode of Dimensions of Diversity, host Lloyd Freeman reflects on a conversation he had recently during a Women's History Month Webinar...

In a recent opinion by the United States District Court for the District of Maryland, the Court dismissed a shareholder derivative action against a Maryland corporation and certain of its officers and directors because the plaintiff failed to make a pre-suit demand for litigation on the corporation’s Board of Directors, and failed to allege facts showing that such a demand would be futile.

I must confess that I confess that I am nonplused by a recent ruling by U.S. District Court Judge James A. Teilborg in SinglePoint Direct Solar LLC v. Curiel, 2022 U.S. Dist. LEXIS 19880.

There is not, of course, any fundamental legal concern with overlapping officer or directorships between affiliated companies in a nonprofit health system.

Welcome to our new podcast series In the Boardroom: Practical Advice and Guidance, featuring insights from Mintz Members Steve Osborn, Melanie Levy, and Tom Burton on a wide variety...

Public companies are required to make prompt public disclosures on Form 8-K about a large number of specified events. While Form 8-K does not mandate current reporting of all material events...

As we have previously reported, the Delaware Chancery Court recently dismissed the stockholder class action suit

At its quarterly Board of Directors meeting, the MSRB reviewed initiatives under the strategic plan for the municipal securities market.

Recently, I was looking at the form of Officer's Certificate of Approval of Agreement of Merger on the Secretary of State's website.

On 11 July 2016, the SEC approved a proposed revision to Nasdaq Rule 5250 requiring Nasdaq-listed companies to disclose annually, either on their website or in their proxy statements...

In re the Chemours Company Derivative Litigation, Vice Chancellor Glasscock recently wrestled with an apparent conflict between two provisions of the Delaware General Corporation Law (DGCL)

Form 144 provides notice to the U.S. Securities and Exchange Commission (the "SEC") of a proposed sale of securities by an affiliate of an issuer in reliance on Rule 144 of the US Securities Act of 1933...

In this episode on Energy, Industry and M&A, our host Geoff Angulo is joined by Managing Directors Wade Stubblefield and Jacques Duplantis, along with Senior Director Andrew Burns.

In the October 2013 issue of Quorum, Jim Woolery, Cadwalader’s Chairman-elect, noted that "the evolving dynamic between boards and the shareholders they serve presents new challenges that require a different set of tools in the boardroom…Relations among boards and shareholders of all types should be rethought with an eye toward identifying differences in perspectives in a timely manner."