ArticleNasdaq Announces Diversity RequirementsOn December 1, 2020, Nasdaq introduced new listing rules aimed at increasing diversity among directors at companies listed on its exchange. United StatesEmployment and HRKane Russell Coleman Logan PC
ArticleSEC Awards $500K To Company Officer WhistleblowerTypically, officers, directors, trustees and partners who learn about a fraud from another employee are not eligible for an award under the program.United StatesEmployment and HRMcGuireWoods LLP
ArticleThe Bright Light: Director Payments To Themselves And The Entire Fairness TestA recent Delaware case, Valeant Pharmaceuticals International v. Jerney, is an important reminder of the care which should be taken by directors in considering bonuses that include payments to themselves.United StatesFinance and BankingPowell Goldstein LLP
ArticleNavigating Business Partner Financial Distress: Strategies For Creditors Before And After Bankruptcy (Part 1 Of An 8-Part Series)Economic uncertainty can strain even healthy businesses, particularly when a valued customer, vendor, or business partner faces financial distress. This comprehensive eight-part series examines the strategic options available to creditors, from recognizing early warning signs to maximizing recovery opportunities both before and after bankruptcy proceedings. Understanding these proactive measures and legal considerations can significantly impact a company's ability to protect its interests and achieve optimaUnited StatesInsolvency/Bankruptcy/Re-StructuringCalfee, Halter & Griswold LLP
ArticleUnwinding Government Support – What Should Directors Do Now…Avid readers of this blog, insolvency aficionados, or anyone who may have glimpsed the news over the past year will not have failed to notice that substantial government support packages were put in place...United StatesInsolvency/Bankruptcy/Re-StructuringBrown Rudnick LLP
ArticleExtending Liability Coverage By Providing Notice Of CircumstancesLitigation concerning COVID-19 has already begun. A number of lawsuits have been filed against cruise lines alleging that they were negligent by operating with infected passengers and crew...United StatesInsuranceBowditch & Dewey
ArticleReceived A State AG Subpoena? Determine If Your Insurer Must PayGiven the broad scope of AG investigations, different types of policies may be applicable, from Comprehensive General Liability to Directors' and Officers' policies or Crime/Fidelity Insurance.United StatesInsuranceBlank Rome
ArticleThird Circuit Holds That Insured Must Satisfy All Conditions Precedent In Excess Policy To Trigger CoverageThe insured sought insurance coverage for defense costs and settlement of a putative class action under a tower of directors and officers liability insurance. United StatesInsuranceWiley Rein
ArticleWhen You Agree To Buy Out Partner Upon Death And Fail To Do So Don't Expect Your Insurer To Defend YouA Directors and Officers ("D&O") insurance policy provides coverage for a multitude of actions by corporate officers.United StatesInsuranceSquire Patton Boggs LLP
ArticleEpisode 2: Mike Tannenbaum Of The Miami DolphinsThis week's guest, Mike Tannenbaum, Executive Vice President of Football Operations of the Miami Dolphins, epitomizes what After The Buzzer attempts to do.United StatesMedia, Telecoms, IT, EntertainmentThompson Coburn LLP
ArticleCybersecurity Oversight: What Is A Board Of Directors To Do?Cybersecurity and the risks of data breaches figured prominently at the 35th Annual Ray Garrett Corporate and Securities Law Institute held April 30, 2015, at Northwestern Law School in Chicago.United StatesPrivacyReed Smith
ArticleArtificial Intelligence, Robots, Reskilling & Ethics – Fourth Revolution Board Of Director Imperatives & The Chair's Evolving RoleThe Agricultural Revolution resulted in increased labor and land productivity, catapulting population growth and decreasing the agricultural portion of the labor force. United StatesTechnologyLittler Mendelson
ArticleNational Bar Association 40 Under 40Cooley partners TJ Graham and Tanisha James have been named National Bar Association 40 Under 40 honorees. United StatesAntitrust/Competition LawCooley LLP
ArticleApplication Of Caremark Duties To OfficersIn the landmark case In re Caremark International Inc. Derivative Litigation (1996), the Delaware Court of Chancery clarified the standard of liability for oversight...United StatesCorporate/Commercial LawJenner & Block LLP
ArticleAre Your Bylaws Demode?While the California General Corporation Law contemplates that corporations will have bylaws but does not explicitly require that they do. See Are Bylaws Required? In my experience...United StatesCorporate/Commercial LawAllen Matkins Leck Gamble Mallory & Natsis LLP
ArticleAttorney General Of Massachusetts Announces Initiative On Executive And Director CompensationThe compensation practices of nonprofit organizations in Massachusetts just became subject to increased scrutiny. The Non-Profit Organizations/Public Charities Division of the Office of the Attorney General of Massachusetts announced yesterday that it is turning its attention to compensation paid by health care systems and health care insurers to their executives and directors.United StatesCorporate/Commercial LawFoley Hoag LLP
ArticleCalifornia Court Strikes Down "Women On Boards" Law, Eradicating Recently Instituted Gender-Based Quotas For Board SeatsLast week, a California Superior Court Judge struck down California's "Women on Boards" law. United StatesCorporate/Commercial LawLewis Brisbois Bisgaard & Smith LLP
ArticleDoes The Secretary Of State Misapprehend California's Board Quota Requirement?As noted in prior posts, the Secretary of State has filed a motion to dismiss a federal court challenge to California's director quota laws (SB 826 and AB 979).United StatesCorporate/Commercial LawAllen Matkins Leck Gamble Mallory & Natsis LLP
ArticleFinancial Stability Board Appoints New Chair And Vice ChairOn November 26, 2018, the Financial Stability Board announced the appointment of Randal K. Quarles (Governor and Vice Chairman for Supervision at the U.S. Federal Reserve System) ...United StatesCorporate/Commercial LawA&O Shearman