As discussed in Foley’s Corporate Governance Update last month, SB 21: Delaware Responds In The DExit Battle, the Delaware legislature has been moving quickly to ensure that Delaware remains the preeminent home of choice for...more
4/7/2025
/ Board of Directors ,
Books & Records ,
Business Litigation ,
Controlling Stockholders ,
Corporate Governance ,
Delaware ,
Delaware General Corporation Law ,
New Legislation ,
Regulatory Reform ,
Shareholder Litigation ,
Shareholder Rights
The annual DGCL amendments this year carry a little more urgency than before. SB21 was rushed through to the Delaware Senate in mid-February, bypassing the normal process that involves recommendation by the Council of the...more
3/7/2025
/ Acquisitions ,
Board of Directors ,
Business Entities ,
Business Litigation ,
Controlling Stockholders ,
Corporate Governance ,
Delaware ,
Fiduciary Duty ,
Mergers ,
New Amendments ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act of 1934 ,
Shareholders
Delaware’s Legislature passed significant amendments to the Delaware General Corporation Law (the “DGCL”) in June, at the end of its legislative session. These amendments were signed into law by Governor John Carney on July...more
In late February, the Chancery Court denied a motion to dismiss a stockholder lawsuit against the controlling stockholder and board of directors of TripAdvisor, Inc., seeking to enjoin a reincorporation of TripAdvisor into...more