News & Analysis as of

Corporate Governance Notice Requirements Board of Directors

Troutman Pepper Locke

2024 D&O and Professional Liability Year in Review

Troutman Pepper Locke on

The past year once again saw a breadth of court decisions addressing a wide variety of directors and officers and professional liability insurance coverage issues. At various levels, state and federal courts across the...more

Venable LLP

Protecting REITs under Maryland Law

Venable LLP on

Over the past decade, Maryland-incorporated real estate investment trusts ("REITs") have been under increasing pressure to eliminate or reduce defenses against unsolicited takeovers. Boards have been declassified, directors...more

K&L Gates LLP

Doing Business in Australia

K&L Gates LLP on

Australia welcomes new business and foreign investment by providing a strong economy, a stable political environment and a skilled and talented workforce. Our comprehensive guide to Doing Business in Australia has been...more

Venable LLP

Court of Chancery Provides Further Guidance on Advance Notice Bylaw Amendments Amidst a Proxy Contest

Venable LLP on

Hi In “a tale of wins and losses on both sides,” the Delaware Court of Chancery reiterated that advance notice bylaws adopted amid an approaching proxy contest are reviewed through the lens of enhanced judicial scrutiny to...more

Skadden, Arps, Slate, Meagher & Flom LLP

The Informed Board - Spring 2023

Changing CEOs is one of the most critical decisions any board faces. In this issue of The Informed Board, we offer tips on how to avoid the mistakes we most often see. We also explain the problems companies could face if the...more

Lowenstein Sandler LLP

New Jersey Corporations May Now Hold Any Shareholder Meeting Remotely

Lowenstein Sandler LLP on

What You Need To Know: •New Jersey corporations may now hold fully remote shareholder meetings even absent a state of emergency. •Boards of directors must still adopt guidelines and procedures governing remote...more

McDermott Will & Emery

Massachusetts Provides Flexibility for Ch. 180 Corporation Governance During COVID-19

In April 2020, Massachusetts enacted emergency legislation that eases certain corporate governance requirements for the duration of the Commonwealth’s state of emergency, declared by the Governor on March 10, 2020, and for 60...more

Miles & Stockbridge P.C.

2019 Legislative Update

During its 2019 session, the Maryland General Assembly (the “General Assembly”) passed two bills that amend the Maryland General Corporation Law (the “MGCL”). Both bills were proposed by the Business Law Section of the...more

A&O Shearman

Delaware Court Of Chancery Finds That Equitable Defenses To Board Composition Can Be Litigated In A Section 225 Action And Rules...

A&O Shearman on

On December 21, 2018, Vice Chancellor Morgan T. Zurn of the Delaware Court of Chancery denied plaintiff stockholder’s motion for summary judgment in an action to determine the board composition of SPAR Group, Inc. (“SGRP”)...more

Snell & Wilmer

Corporate Communicator - Winter 2016: 2016 Annual Meeting Season

Snell & Wilmer on

Dear clients and friends, We present our traditional year-end issue of Snell & Wilmer’s Corporate Communicator to help you prepare for the upcoming annual report and proxy season. This issue highlights SEC reporting and...more

Morris James LLP

Notice of Stockholder Meeting Required to Enforce Advance Notice Bylaws

Morris James LLP on

Advance notice bylaws, requiring stockholders to give a corporation timely notice of their nominees to the board before a stockholder meeting for the election of directors, are a proper corporate governance tool. The purpose...more

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