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Corporate officer duties: officers held to have same fiduciary duties as directors, but are more exposed to personal liability for lack of due care

  • Squire Patton Boggs
  • -
  • USA
  • -
  • February 26 2009

The Delaware Supreme Court recently expressly held that officers and directors of Delaware corporations owe essentially the same fiduciary duties of care and loyalty to corporations and their stockholders

Delaware court criticizes board for selling public company at 45-percent premium

  • Squire Patton Boggs
  • -
  • USA
  • -
  • August 20 2008

A recent case from the Delaware Chancery Court (Ryan v. Lyondell Chemical Company, unpublished opinion Del.Ch. C.A. No. 3176-VCN, July 29, 2008) holds that even when a company secures a premium price in a sale, directors can be liable if they were not actively involved in the process

Companies Act 2006: financial assistance: the long-awaited relaxation of the rules for private companies comes into effect on 1 October 2008

  • Squire Patton Boggs
  • -
  • United Kingdom
  • -
  • September 30 2008

A number of provisions of the Companies Act 2006 (the 2006 Act) are now in force

Do investment bankers have fiduciary duties? It depends

  • Squire Patton Boggs
  • -
  • USA
  • -
  • October 7 2008

Almost anyone who reviews an underwriting agreement or engagement letter with a major investment banking firm for the first time stands back in awe

Capital markets practice news round-up corporate finance - 2014

  • Squire Patton Boggs
  • -
  • European Union, United Kingdom
  • -
  • March 27 2014

On 5 March 2014 the Financial Reporting Council (‘FRC’) announced that it has appointed a Director of Corporate Governance. The appointee, David

Lyondell: a victory for corporate directors in the Delaware Supreme Court

  • Squire Patton Boggs
  • -
  • USA
  • -
  • May 20 2009

A recent decision by the Delaware Supreme Court in Lyondell Chemical Co. v. Ryan made several important clarifications about the nature of the fiduciary duties that corporate directors owe in connection with the sale of Delaware corporations

Establishing a business presence in China

  • Squire Patton Boggs
  • -
  • China
  • -
  • August 11 2009

On October 31, 2007, China issued the Industry Catalogues for Guiding Foreign Investment, which has become effective on December 1, 2007 ("2007 Catalogue") and supersede the 2004 catalogue ("2004 Catalogue"

Shareholder derivative plaintiffs claiming demand excusal based on lack of director independence and disinterestedness face high hurdle

  • Squire Patton Boggs
  • -
  • USA
  • -
  • January 26 2010

The requirement that shareholders make a demand upon the company’s board of directors before proceeding with a derivative action is black-letter corporate law

Indemnification of officers and directors

  • Squire Patton Boggs
  • -
  • USA
  • -
  • March 23 2010

It is common for private equity funds to have their principals serve as directors and sometimes also as officers of their portfolio companies

Highest People’s Court proposes new rules related to foreign-invested enterprises

  • Squire Patton Boggs
  • -
  • China
  • -
  • March 25 2010

On November 23, 2009 the Highest People's Court issued for public comment a new rule on the interpretation of laws related to foreign-invested enterprises (the Proposed Rule