Searching Content indexed under Directors and Officers by Jones Day ordered by Published Date Descending.
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Federal Court Of Australia Finds Liquidator's Breach Of Duty Claim Against Directors Of Holding Company Valid
The Situation: The question in Termite Resources NL (in liq) v Meadows, in the matter of Termite Resources NL (in liq) (No 2) [2019] FCA 354 was whether, in circumstances where the strategic,
13 Sep 2019
Delaware Court Rules Appraisal Action Is A Covered "Securities Claim" Under D&O Policy
In a significant ruling for policyholders on an issue of first impression, on July 31, 2019, the Delaware Superior Court determined that shareholder appraisal actions constitute
United States
12 Sep 2019
Delaware Supreme Court Reinforces Directors' Oversight Obligations On Mission-Critical Subjects
The case arose from a listeria outbreak in Blue Bell's manufacturing plants.
United States
11 Sep 2019
U.S. DOJ Signals Renewed Interest In Interlocking Directorates
The U.S. Department of Justice Antitrust Division ("DOJ") announced that it is investigating director interlocks with a specific focus on "accounting for modern corporate structures."
United States
13 May 2019
Share Buybacks Under Fire
Stock buybacks reached record levels in recent years, fueled in part by the 2017 tax cuts, by shareholder activism and record low borrowing costs.
United States
15 Apr 2019
Belgium Enacts Historic Corporate Law Reform
On February 28, 2019, the Belgian Parliament approved a historic company law reform.
14 Mar 2019
Growing Class-Action Trend Can Hurt Shareholders (The Australian Financial Review)
At the moment there is debate in Australia about the increase in shareholder class actions.
6 Feb 2019
Taiwan Imposes New Reporting Obligation on Information of Company Shareholders
On November 1, 2018, amendments to the Taiwan Company Act passed by the Taiwanese legislature on July 6, 2018 came into effect.
9 Jan 2019
Board Diversity: Are Your Directors Ready For 2019?
This new California law is almost certain to face legal challenges, and its future is uncertain.
United States
11 Dec 2018
New Insurance Risks For Directors & Officers In Germany
Claims brought by insolvency administrators under Section 64 of the German Limited Liability Companies Act are not only among the most common...
29 Nov 2018
Delaware Court Of Chancery Finds Breach Of Fiduciary Duty In Activist-Induced Sale
A Delaware court recently found that a board breached its fiduciary duties by bowing to activist pressure and engaging in a sale rather than continuing the business as a going concern.
United States
1 Nov 2018
Second Circuit Rejects DOJ's Attempt To Expand Reach Of The FCPA
The government alleged that the U.S. subsidiary retained two consultants to bribe Indonesian officials who could help secure a $118 million power contract for the company.
United States
5 Sep 2018
Has Australia's Takeovers Panel Turned The "Tap" On To More "Association" Proceedings?
A major shareholder of Tap Oil Limited, a company listed on ASX, gave notice of an intention to spill the board, to remove all but one of the current directors, through a general meeting of shareholders.
19 Feb 2018
"Corporation" Is Not A Four-Letter Word
BlackRock, the world's largest money management firm, has issued a new call to corporate America:
United States
29 Jan 2018
Nonprofit Organization Publishes Report Arguing That Company Boards Must Be "Sustainability-Competent" In Climate Of Unpredictability
Ceres explains that it is the new norm for corporations—and their boards—to mitigate disruptive forces stemming from environmental and social issues, citing the impacts of Hurricane Irma
United States
23 Nov 2017
Shareholder Activism Dealt A Blow In Australia's Federal Court
It was alleged that the cross shareholding entrenched the incumbent boards, depressed both companies' share prices and disenfranchised minority shareholders.
4 Sep 2017
Proxy Access Denied: Company Rejects Investor's Attempted Use Of Proxy Access Bylaw
Last month, an activist investor's attempt to nominate a director gave rise to two proxy access milestones...
United States
19 Dec 2016
UK Corporate Director Disqualified For Breach Of Competition Law
For the first time since the sanction was introduced in 2003, the UK's CMA has secured the disqualification of the director of a company found to have breached competition law.
7 Dec 2016
A group of prominent CEOs and investment managers has endorsed a set of corporate governance principles for U.S. public companies.
United States
30 Sep 2016
Activist Investors' Group Issues Guide To Investors On Engagement With Electric Utility Sector Boards And Management Regarding Climate Change Risk
The Institutional Investors Group on Climate Change released the latest publication in a series of guides aimed at increasing investor activism at senior management levels regarding climate change.
United States
22 Aug 2016
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