Searching Content indexed under Directors and Officers by Milbank LLP ordered by Published Date Descending.
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Top 10 Practice Points By Experts: Foreign Private Issuers
Foreign Private Issuers, or FPIs, require a significant amount of guidance from experienced outside counsel.
United States
30 Oct 2017
Delaware Supreme Court Provides Further Guidance On How Delaware Courts Review And Interpret Advance Notice By-Laws
The dispute arose on May 7, 2015 when Opportunity delivered to Hill a notice of intent to present two stockholder proposals and two director nominees at Hill's 2015 annual meeting (the "May 7th Notice").
United States
29 Jul 2015
FCA Publishes Decision To Fine And Ban Former Non-Executive Director For Failing To Disclose Conflicts Of Interest
The Financial Conduct Authority has published a decision notice dated 28 November 2012 which its predecessor, the Financial Services Authority, had issued to Angela Burns, a former non-executive director of two mutual societies.
United States
12 Jun 2013
NYSE And NASDAQ Adopt Final Rules For Compensation Committees
In furtherance of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, the Securities and Exchange Commission adopted new Rule 10C-1 under the Securities Exchange Act of 1934.
United States
4 Feb 2013
Delaware Court Sharply Criticizes Conflicts Of Interest In High-Profile Corporate Merger
Despite misgivings with M&A process, Court refuses to issue injunction and allows stockholder vote to proceed.
United States
27 Mar 2012
Delaware Court Finds That Intimidation Can Strip Otherwise Disinterested Board Members Of Their Status As Independent Directors
When contesting a decision of a corporate board of directors, one way for plaintiffs to overcome the presumption of the business judgment rule is to establish that a majority of the board members lacked "independence."
United States
3 Nov 2011
Delaware Court Disallows Preferred Stock Class Vote Designed To Thwart Anticipated Proxy Contest
Applying enhanced scrutiny, Court determines that directors lacked "compelling justification" to deprive majority stockholders of their right to elect new directors.
United States
19 Oct 2011
Delaware Court Delays Shareholders Meeting Called To Approve Merger Pending Distribution Of Enhanced Disclosures
While dismissing challenge to board process, Court criticizes disclosures of financial advisor compensation and post-closing employment opportunities for target CEO
United States
4 Oct 2011
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