United States: Directors and Officers

The Idaho Supreme Court's decision in Hyde v. Oxarango establishes critical boundaries for business owners in family enterprises and closely held entities. When limited partners challenged transactions involving control transfers and property purchases, the Court reinforced fundamental principles about who can sue when a company is allegedly harmed.

The Delaware Superior Court, applying Delaware law, held that a public offering exclusion does not bar coverage for a de-SPAC merger because the transaction did not constitute a public offering of the insured ...

In 2023, Texas enacted sweeping reforms to its judicial system by creating a specialized business court structure designed to handle complex commercial disputes. The reform established the Texas Business Courts as specialized trial courts and created a new appellate body—the Fifteenth Court of Appeals—to hear appeals from those cases

On April 20, 2026, the Delaware Court of Chancery, following a post-trial decision, upheld a board decision to suspend and terminate a long-tenured and highly successful CEO, applying the business judgment rule and rejecting claims that the directors acted in bad faith or under improper stockholder influence.

The Securities and Exchange Commission has expanded exemptive relief from beneficial ownership reporting requirements under the Holding Foreign Insiders Accountable Act, adding three new qualifying jurisdictions to its list.

Vice Chancellor J. Travis Laster’s recent opinion in In re: Dynamk Fund Advisors LLC, C.A. No. 2026-0002-JTL (Del. Ch. May 20, 2026) sits at the intersection of LLC dissolution claims, arbitration awards...

On 27 April 2026, the staff (Staff) of the Securities and Exchange Commission (SEC) issued a no-action letter that extends to open-end funds, subject to certain conditions, exemptive relief that permits business development companies (BDCs) and registered closed-end funds to co-invest alongside affiliates in transactions otherwise prohibited under Sections 17(d) and 57(a)(4) of the Investment Company Act of 1940, as amended.

The Trump administration has positioned artificial intelligence as a key tool for federal agency efficiency, with the EPA announcing plans to deploy AI across its regulatory functions. While implementation has been slower than anticipated, the agency is moving toward AI-assisted decision-making in areas ranging from enforcement targeting to scientific literature review, raising important questions about transparency, accountability, and compliance with the Administrative Procedure Act.

Exxon Mobil's proposal to reincorporate in Texas has sparked debate about corporate governance, shareholder rights, and the role of activist critics.