Nonprofit Basics: Conflict of Interest Policies and Best Practices for Approving Insider Compensation
Nonprofit Basics: Insider Transactions and Nonprofits – What’s the Big Deal?
Conflicts of Interest in Healthcare and Elsewhere
Payment for Order Flow (PFOF) and Gamification: Your Questions Answered
Bar Exam Toolbox Podcast Episode 124: Listen and Learn -- Duty of Loyalty (Corporations)
Law School Toolbox Podcast Episode 282: Listen and Learn -- Duty of Loyalty (Corporations)
What to Do When Your University, FBI, or DOJ Knocks on Your Door: Responding to University, Criminal, and Civil Investigations
Videocast: Asset management regulation in 2020 videocast series – The ADV season
Videocast: Asset management regulation in 2020 videocast series – DOL: What’s ahead
Podcast: Credit Funds: Compliance Considerations for Valuation
CONVERGE18-Preview Podcasts-David Bunker on COIs in the Gig Economy
Podcast - Credit Funds: A Framework for Addressing and Mitigating Conflicts of Interest
Day 7 of One Month to Better Investigations and Report-How Investigations Inform Remediation
Day 15 of One Month to Better Compliance Through HR-Employment Separation Issues
Bill Beutler on Editing Wikipedia
Rules for rewarding 'super' condo board members
Bill on Bankruptcy: US Airways Need a Merger More than AMR
Earlier this year, the ABA Standing Committee on Ethics and Professional Responsibility issued Formal Opinion 514 addressing a lawyer’s obligations for advising an organizational client when the advice might also be relied...more
Delaware amended the Delaware General Corporation Law (the “DGCL”) to create safe harbors for transactions involving directors, officers and controlling stockholders and to limit both the documents subject to and the purposes...more
In February 2025, the Delaware General Assembly introduced legislation to significantly amend Section 144 of the Delaware General Corporation Law (DGCL) to improve the legal framework surrounding transactions involving...more
The safe harbors provide protection against claims for equitable relief or damages, subject to certain limitations, as described below. The amendments became effective immediately for all acts and transactions, whether...more
On March 25, 2025, Delaware Governor Matt Meyer signed into law significant amendments to the Delaware General Corporation Law (DGCL) that are designed to reduce excessive stockholder litigation and reinforce the authority of...more
Recent decisions in the Delaware courts have prompted many corporate groups to re-evaluate if Delaware is the best domicile for their operations. Delaware has been the first choice US jurisdiction for incorporating corporate...more
On February 17, 2025, significant amendments to the General Corporation Law of the State of Delaware (the DGCL) were proposed directly by the Delaware General Assembly via Senate Bill No. 21, signaling important updates for...more
Delaware Supreme Court holds business judgment rule applies to decision to reincorporate a company out of Delaware made on a “clear day.” For a non-ratable benefit to give rise to a conflict and trigger entire fairness,...more
On November 15, 2024, the Delaware Chancery Court ruled that a creditor aided and abetted a breach of fiduciary duty. The lawsuit came after Versa Capital Management LLC bought debt owed by BridgeStreet Worldwide, Inc., with...more
On January 7, 2025, Vice Chancellor Sam Glasscock III of the Delaware Court of Chancery issued a post-trial decision in favor of defendant, a private equity fund (the “Fund”), finding that the Fund’s sale of a portfolio...more
Delaware’s rigorous fairness standards for transactions involving controlling shareholders have recently come to the forefront of the Chancery Court’s docket. The Transaction...more
On January 7, 2025, Vice Chancellor Glasscock issued a 68-page post-trial decision in Manti Holdings, LLC v. The Carlyle Group Inc., in which he rejected plaintiffs’ claims of breach of fiduciary duty in connection with the...more
The corporate life of a nominee director has been characterized as having the potential to be “neither happy nor long.” In this Governance Insights article, we discuss the fundamental fiduciary considerations that nominee...more
With environmental, social, and governance (ESG) principles garnering increased attention in corporate circles in recent years, there has been an accompanying rise in demand for analytical products that evaluate companies’...more
On April 4, 2024, the Delaware Supreme Court issued its opinion in In re Match Group, Inc. Derivative Litigation, clarifying that the heightened entire fairness standard of review applies to judicial review of any transaction...more
El Ministerio de Comercio de Colombia ha expedido el Decreto 0046 de 2024 (decreto), que reemplaza lo pertinente del Decreto 1074 de 2015, dedicado a los conflictos de interés de los administradores de sociedades. Este nuevo...more
On January 24, 2024, the SEC adopted new rules that apply to SPAC transactions and the adopted rules largely track the agency’s proposals with some notable exceptions. The new rules will become effective 125 days after...more
Director-level conflicts of interest continue to be an issue that corporations must monitor and address. The negative implications associated with these types of conflicts, whether actual or perceived, in the context of board...more
Canadian shareholder activism continued its post-pandemic resurgence into the first half of 2023. Emerging trends include the “activist swarm,” where multiple—yet uncoordinated—activists converge on a single target with...more
The successful appeal by dissenting shareholders in Trina Solar provides key insights into the importance of establishing a robust merger process, the company’s burden to make all relevant information available in appraisal...more
A warm welcome to our latest edition of Conyers Coverage. It’s been a dizzying year to date for the Cayman Islands (re)insurance industry, so it’s time for some updates and insights. The momentum is real and the pipeline...more
Delaware Public Benefit Corporations (PBCs) are a relatively new type of business entity that have gained popularity in recent years as social and environmental issues have taken center stage. With more businesses looking...more
Background On 29 June 2023, the UK’s Financial Conduct Authority (“FCA”) published a letter on the findings of its review of the sustainability-linked loans (“SLL”) market. SLLs aim to support sustainable economic activity...more
On March 31, 2023, U.S. District Judge Ronnie Abrams of the Southern District of New York dismissed a putative securities class action against CarLotz, Inc. (CarLotz), and certain of its officers and directors on the grounds...more
The Private Investment Fund Rules ("PIF") regime was updated by the Guernsey Financial Services Commission ("GFSC") in 2021 to expand the available PIF product options. PIFs are governed by the Private Investment Fund Rules...more