A Better Business Succession Mousetrap: A New Way To Fund and Utilize Buy-Sell Insurance
Harvey M. Katz (LLM ’82, BA ’73) discusses how closely held businesses can effectively fund and use buy-sell arrangements.
Corporate Governance
The Caremark Decision at 21 – Corporate Compliance Comes of Age
Temple Law Review and Temple’s Center for Compliance and Ethics host symposium on corporate compliance
On Track
Jonathan Broder (LAW ’83) provides an update on CSX since Hunter Harrison was foisted as the new CEO
United We Stand
CEOs should “let professionals handle a communications crisis,” Jonathan Broder (LAW ’83) advises in his critique of United’s recent PR debacle.
The Barbarians are Still at the Gate
Hostile takeover in the blink of an eye. Jonathon Broder (LAW ‘83) discusses how CSX was snatched.
Delaware Supreme Court Establishes Rules Facilitating Dismissal of Board Advisors from M&A Litigation
In recent years, entrepreneurial plaintiffs’ lawyers representing stockholders in litigation challenging mergers and acquisitions have increasingly asserted aiding and abetting claims against financial and other advisors to corporate boards of directors, perceiving the investment banks and law firms that serve in these roles as potential defendants with deep pockets. This trend likely will reverse itself
Is Crowdfunding a Mirage or Oasis?
Over the past four years, since the enactment of the JOBS Act in April 2012, entrepreneurs and investors, particularly in the startup community, have been abuzz about crowdfunding, the process by which a company raises a large amount of money by selling securities in small amounts to a large number of investors. After the runaway success
In Facebook Compensation Row, Delaware Corporate Formalities Held Indispensable
Adhering to corporate formalities is often cited as a disadvantage of organizing a business using the corporate form, but those formalities play a crucial role in protecting the corporation’s shareholders. This fact was made clear in the Delaware Court of Chancery’s October ruling in the case of Zuckerberg v. Espinoza, 124 A.3d 47 (Del. Ch. 2015). The case, which
UPDATE: Latest on United Airlines and the Proposed Canadian Pacific-Norfolk Southern Merger
Over the past several months, we’ve brought you some excellent pieces by Conrail GC Jonathan Broder (LAW ’83), Flying Off the Rails and Unwanted Suitors, about scandal at United Airlines and the proposed Canadian Pacific-Norfolk Southern merger, respectively. Ever alert to developments, Broder (who’s since become an editor of the 10-Q) provides updates to both
A Long View of Shareholder Power
One of the major developments in corporate law over the last generation has been the resurgence of shareholder power. Shareholders were once largely passive, prevented by the small size of their holdings from having much of an impact on corporate management. But of late, management has been described as “embattled,” constantly challenged by new kinds