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2. Director Independence and Demand Futility: A Holistic Inquiry of the Pleading
  
  Explore National Law Review Oct 21 2019 BoardBlogs
  
  In re BGC Partners, Inc. puts controlling stockholders on notice that their professional and personal ties to board members may undermine the purported independence of those board members...
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  Mentions: Independent Director Delaware independence
3. Setting Directors’ Pay Under Delaware Law
  
  Explore corpgov.law.harvard.edu Sep 18 2019 BoardBlogs
  
  ...nvestor’s Bancorp case, and has a standard that is less differential than the “business judgment rule”. (See “Delaware Supreme Court ruling moves the goalposts on director compensation,” Executive Pay Matters, February 1...
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  Mentions: Delaware Goldman Sachs Shareholder Lawsuit
4. Delaware Supreme Court Reverses Dismissal of Caremark Claim, Finding Lack of Board-Level Oversight and Director Independence
  
  Explore Legal News, Lawyers, Law Firms Jul 2 2019 BoardNews
  
  ...ctor’s ability to exercise impartiality in the face of a demand to sue the CEO’s family. The current trend in Delaware case law suggests that directors with longstanding relationships to a significant shareholder, such a...
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  Mentions: Fiduciary Duties Corporate Governance Delaware
5. Upstream Liability, Entities as Boards, and the Theory of the Firm
  
  Explore corpgov.law.harvard.edu Jun 24 2019 BoardBlogs
  
  ...iary duty law is massively individuated. A single director’s unexcused conflict can subject a transaction to “Delaware’s most onerous standard of review[,] the entire fairness test.” There are director-by-director tests ...
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  Mentions: Fiduciary Duties Delaware
6. Rekor Systems Appoints Steve Croxton to Board of Directors
  
  Explore gurufocus.com Jun 20 2019 BoardMoves
  
  ... expertise within the capital markets." About Rekor Systems, Inc. Rekor Systems, Inc., a Nasdaq-listed (REKR) Delaware company, is the parent of Maryland-based Rekor Recognition Systems, Inc. Our smarter, faster, cost-co...
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  Mentions: Leadership Investment Management
7. Carl Icahn Is Taking On Occidental Petroleum. Why That’s Good for the Stock.
  
  Explore Financial Investment News Jun 1 2019 BoardBlogs
  
  ...r our shareholders was to make this deal happen.” Icahn mocked those comments, saying in a complaint filed in Delaware this past week that “Ms. Hollub’s version of ‘good corporate governance’ required the board manipulat...
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  Mentions: Delaware Carl Icahn crisis
8. Carl Icahn Challenges Occidental's ‘Hugely Overpriced’ Anadarko Deal
  
  Explore BNN Bloomberg May 30 2019 BoardNews
  
  ...related to the deal. Ichan holds more than $1.6 billion of Occidental stock, according to the suit filed in a Delaware court Thursday. The suit also states Icahn is considering soliciting his fellow shareholders to call ...
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  Mentions: Delaware Carl Icahn Takeover
9. At Facebook's Shareholder Meeting, a Challenge to Zuckerberg's Power is Already Doomed
  
  Explore Bloomberg May 28 2019 BoardBlogs
  
  ...Or until the company changes and meets our needs, which obviously ... the University of Delaware's Weinberg Center on Corporate Governance . Please make sure your browser supports JavaScript and cookies and tha...
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  Mentions: Corporate Governance Annual Meeting Delaware
10. Universal Health Services Director Resigns After Rare Shareholder Rebuke
  
  Explore philly.com May 24 2019 BoardNews
  
  ...e,” said Charles Elson, director of the John L. Weinberg Center for Corporate Governance at the University of Delaware. “With this structure, how else are the shareholders going express their dissatisfaction?" What happe...
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  Mentions: Corporate Governance Management Investors
11. Tesla Seeks Dismissal of Suit Challenging Musk Pay Package
  
  Explore klewtv.com May 10 2019 BoardNews
  
  ...DOVER, Del. (AP) Attorneys for Tesla Inc. asked a Delaware judge Thursday to dismiss shareholders' complaints over a compensation plan that could net CEO Elon Musk more than $50 billion over the next decade......
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  Mentions: Executive Compensation Delaware Attorneys
12. Delaware Trust Adds Eric Mazie to Board of Directors
  
  Explore Google May 8 2019 BoardMoves
  
  Adding Eric to our already impressive board of directors is a real feather in our cap, says Popeo. Along with his skills as an independent director,...
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  Mentions: Independent Director Delaware Eric Mazie
13. Anadarko Boosted CEO's Payout Just Before $33 Billion Chevron Merger
  
  Explore Stock Market Quotes and News Apr 23 2019 BoardNews
  
  ... investors, said Charles Elson, director of the Weinberg Center for Corporate Governance at the University of Delaware. "The sweeteners aren't for the shareholders, and when they're present, it always calls into question...
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  Mentions: Corporate Governance Delaware Procter & Gamble
14. Review and Analysis of 2018 U.S. Shareholder Activism
  
  Explore corpgov.law.harvard.edu Apr 5 2019 BoardBlogs
  
  ...h Campbell’s later in the year. Of course, activists are not the only ones doing the litigating. In 2018, the Delaware Chancery Court decided In re PLX Technology Inc. S’holders Litig., C.A. No. 9880-VCL (Del. Ch. 2018)....
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  Mentions: Investment Management Hedge Fund
15. Judge: PG&E Must Use Dividends to Pay for Fire Prevention Work
  
  Explore upi.com Apr 3 2019 BoardNews
  
  ...n a company is in bankruptcy court, said Charles Elson, a corporate governance professor at the University of Delaware. "The bankruptcy judge has the authority to do basically anything they wish with the company," Elson ...
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  Mentions: Corporate Governance Delaware bankruptcy
16. Top Wall Street Firms Have Started Disclosing a New Risk to Their Own Businesses: Sexual Harassment
  
  Explore Business Insider Mar 26 2019 BoardNews
  
  ...es, says Charles Elson, director of the John L. Weinberg Center for Corporate Governance at the University of Delaware, are an acknowledgement of the "business environment right now." "It's protection against securities ...
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  Mentions: Corporate Governance Management Investors
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