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Searching Content indexed under Shareholders by McGuireWoods LLP ordered by Published Date Descending.
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Rural/Metro: Delaware Supreme Court Affirms $76 Million Award Against Financial Advisor
On November 30, 2015, the Delaware Supreme Court issued an opinion affirming the Court of Chancery's decision in In re Rural/Metro Corporation Stockholders Litigation.
United States
31 Dec 2015
2
SEC Staff Legal Bulletin Clarifies Shareholder Proposal Exclusion Analysis
Companies can exclude a shareholder proposal if that proposal "directly conflicts" with a company proposal to be submitted to shareholders at the same meeting. Rule 14a-8(i)(9).
United States
23 Nov 2015
3
Fraud Means A "Fairer" Price
On August 27, 2015 the Delaware Court of Chancery issued a post-trial decision, In re Dole Food Company, Inc. Stockholder Litigation, that held two of Dole's directors, David Murdock and Michael Carter, personally liable...
United States
23 Sep 2015
4
Delaware Bars Fee-Shifting Bylaws Provisions But Allows Delaware Forum Selection Clauses In Intracorporate Litigation
On June 24, 2015, Delaware Governor Jack Markell signed into law Senate Bill No. 75, "An Act to Amend Title 8 of the Delaware Code Relating to the General Corporation Law."
United States
1 Jul 2015
5
ISS Equity Plan Scorecard – First Results In
According to ISS, Emerson Electric (the Fergusson, Mo. – based electrical equipment manufacturer) was the first U.S. company to which ISS applied its new Equity Plan Scorecard policy.
United States
13 Feb 2015
6
Shareholders Are Speaking Out On Social And Environmental Issues
Shareholders are increasingly raising social and environmental issues in meetings.
United States
5 Jan 2015
7
Advertised Private Placements Under Rule 506(C): Current Status, Public Comment On Proposed Investor Protections
In July 2013, the SEC proposed significant changes affecting private offerings under Rule 506 of Regulation D, the most frequently used exemption from the registration requirements.
United States
25 Nov 2014
8
Can Companies Rely On A Special Litigation Committee Report To Dismiss Derivative Cases — Without Disclosing The Report?
When shareholders file a derivative case, companies often form a special litigation committee to investigate the alleged wrongdoing.
United States
3 Nov 2014
9
A Question Of Ethics: Are Members Permitted To Help Companies In Which They Own Stock?
I heard that Rep. Tom Petri, R-Wis., may face ethics discipline because he assisted companies in which he owned stock.
United States
27 Oct 2014
10
Delaware Recognizes The Garner Doctrine
As difficult as it can be to properly identify the "client" inside a corporation, there is another possibility — that the corporation's shareholders may be the real "client."
United States
25 Sep 2014
11
Delaware Court Of Chancery Reaffirms The Right Of Corporations To Enact Forum Selection Clauses In Shareholder Suits
The Delaware Court of Chancery has built on a 2013 ruling protecting Delaware corporations’ right to adopt bylaws that select the forums where shareholders may file suit.
United States
19 Sep 2014
12
High TSR Doesn’t Save Chipotle From Failed Say-On-Pay Vote
Some companies think a high TSR is a panacea against negative say-on-pay votes, but the Chipotle 2014 say-on-pay vote proves otherwise.
United States
22 May 2014
13
Golden Parachute Approvals Up
Shareholders approved a higher percentage of non-binding "golden parachute" proposals in M&A deals in 2013 than in 2012, despite ISS’s increasing resistance to such proposals, according to this report in the WSJ from Monday.
United States
6 Jan 2014
14
WSJ Examines Impact Of New ISS Standard For Board Responsiveness
In a recent article, the Wall Street Journal highlighted a change in the standard that ISS will use to gauge the responsiveness of boards of directors to majority-supported shareholders starting in 2014.
United States
6 Jan 2014
15
A Question Of Ethics: May Staffers Participate In IPOs?
I am a House staffer and have been offered a chance to participate in the initial public offering of a well-known company that is about to go public.
United States
28 Nov 2013
16
Another Court Adopts The "Practical Consequences" Test In Analyzing The Sale Of Corporate Assets
Courts have traditionally recognized what was called the "bright-line" test in assessing whether a corporate transaction conveyed the benefits of an attorney-client relationship (including the privilege).
United States
24 Jul 2012
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