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Results: 1-10 of 195

Where exactly is it written that shareholders aren’t liable for corporate debts?
  • Allen Matkins Leck Gamble Mallory & Natsis LLP
  • USA
  • November 8 2013

Recently, UCLA Law School Professor Stephen Bainbridge took notice of Section 6.22(b) of the Model Business Corporation Act and asked what might lead


I’ve been thinking about conversion, but I haven’t decided to convert
  • Allen Matkins Leck Gamble Mallory & Natsis LLP
  • USA
  • January 11 2013

Conversion can be a sensitive subject for some. In California, corporate conversions are a relatively new phenomenon, having made their first appearance


Officers and the Business Judgment Rule
  • Allen Matkins Leck Gamble Mallory & Natsis LLP
  • USA
  • July 17 2013

Recently, I came across the following assertion: First, other than the recent aberration of Poggetto v. Switzer , the BJR has never been applied to


Directors may be invested with super powers in Nevada but not California
  • Allen Matkins Leck Gamble Mallory & Natsis LLP
  • USA
  • February 5 2013

Sometimes investors would like to endow one or more directors with greater voting powers. This is possible with a Nevada corporation by virtue of NRS


Accountant’s defamatory report to audit committee held to be absolutely privileged
  • Allen Matkins Leck Gamble Mallory & Natsis LLP
  • USA
  • May 31 2013

Once upon a time, an independent accounting firm learned from a law enforcement source that its publicly traded client and two of its directors had


Are charter indemnification provisions contracts?
  • Allen Matkins Leck Gamble Mallory & Natsis LLP
  • USA
  • January 29 2013

Public companies typically include provisions in their articles and bylaws that mandate indemnification of directors and officers. Often, these


I don’t want to express a preference, but I want my vote to count
  • Allen Matkins Leck Gamble Mallory & Natsis LLP
  • USA
  • August 5 2013

I've always considered majority voting to be a profoundly illogical concept that evidences a fundamental misunderstanding of the mechanics of


Those who hold themselves apart seem to be getting all the attention
  • Allen Matkins Leck Gamble Mallory & Natsis LLP
  • USA
  • June 10 2014

Who knew that abstentions were so newsworthy? Here are three recent news stories involving abstentions at annual meetings: Warren Buffett Defends


Kalisman v. Friedman a California analysis
  • Allen Matkins Leck Gamble Mallory & Natsis LLP
  • USA
  • July 10 2013

A few months ago, Vice Chancellor J. Travis Laster issued an interesting decision involving director inspection rights and the attorney-client


The Arcana of dating stockholder consents
  • Allen Matkins Leck Gamble Mallory & Natsis LLP
  • USA
  • December 13 2013

Long ago, I had the temerity to write about Delaware’s statutes concerning stockholder consents, Delaware’s Inadequate Protection of Shareholders