Board Liability

Delaware Supreme Court Upholds Board Compensation Decision

September 19, 2014

from Wachtell Lipton Rosen & Katz January 14, 2013 Earlier today the Delaware Supreme Court upheld a Chancery Court determina-tion that a board did not commit waste by consciously deciding to pay bonuses that were non-deductible under Section 162(m) of the Internal Revenue Code (Freedman v. Adams, Del. Supr., __ A.2d __, No. 230, 2012, Berger J.…

Learn More About Delaware Supreme Court Upholds Board Compensation Decision

Activism and Engagement: Yadda, Yadda, Yadda or a Useful tool (or a Little of Both)

September 10, 2014

by Homer E. Moyer, Jr., Miller & Chevalier Even major corporations consider a $10 million FCPA investigation to be a large expenditure.  But investigations costing that much or more are no longer aberrational, as public reports and SEC filings in 2013 have made clear. Companies that are not transnational behemoths – Nordion, Diebold, and Dun…

Learn More About Activism and Engagement: Yadda, Yadda, Yadda or a Useful tool (or a Little of Both)