Preemption of Del. Law
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- Corporate Governance and Chief Justice Steele: A Final Comment
- A Comment on Portnoy
- A Vice Chancellor Plans to Step Down
- AIG, the Delaware Model, and the US Government
- Activist Shareholders or Activist Judges: In re InfoUSA (Continued)
- Advance Notice Bylaws
- Advance Notice Bylaws, Corporate Governance, and Jana Masters v. CNET Networks (Part 1)
- Advance Notice Bylaws, Corporate Governance, and Jana Masters v. CNET Networks (part 2)
- Advance Notice Bylaws, Corporate Governance, and Jana Masters v. CNET Networks (part 3)
- Advance Notice Bylaws, Corporate Governance, and Jana Masters v. CNET Networks (part 4)
- Advance Notice Bylaws, Corporate Governance, and Jana Masters v. CNET Networks (part 5)
- Advance Notice Bylaws, Corporate Governance, and Jana Masters v. CNET Networks (part 6)
- Alan Greenspan, Director Self Interest, and a Challenge to the Delaware Model
- Backdating and Derivative Litigaiton: In re Finisar Corp
- Backdating and Legal Fees
- Backdating and the Result Oriented Reasoning of Desimone v. Barrows
- Backdating and the View from Outside Delaware
- Backdating, the Delaware Courts, and a Guest Appearance of Common Sense: Conrad v. Blank
- Backdating: Ryan v. Gifford (Continued)
- Bad Faith and Exculpating Gross Negligence: McPadden v. Sidhu
- Berger v. Pubco: An Introduction
- Berger v. Pubco: What does Pubco mean for “federalism” – the federal-state line in regulating corporate affairs?
- Berger v. Pubco: What does Pubco tell us about how Glassman has been interpreted?
- Berger v. Pubco: What does Pubco tell us about the larger arc of the fiduciary duty of disclosure?
- Brandon v. Deason and Backdating
- Bring it On: The Delaware Courts Speak on Precatory Proposals under Rule 14a-8
- Brockade, Backdating, and the Securities Laws
- CEO Use of Private Aircraft and the Delaware Approach to Compensation
- CEO Use of Private Aircraft and the Delaware Approach to Compensation (Part 2)
- Caremark--The Failed Revolution (pt. 3)
- Caremark–The Failed Revolution
- Caremark–The Failed Revolution (part II)
- Chairman Cox, Director Self Interest, and a Challenge to the Delaware Model
- Chairman Levitt, Director Self Interest, and a Challenge to the Delaware Model
- Changing the Guard in the Delaware Chancery Court
- Circumventing the Interal Affairs Doctrine
- City of Westland v. Axcelis Technologies: Majority Voting and Delaware Law (Introduction)
- City of Westland v. Axcelis Technologies: Majority Voting and Delaware Law (The Demand to Inspect)
- City of Westland v. Axcelis Technologies: Majority Voting and Delaware Law (The Facts)
- City of Westland v. Axcelis Technologies: Majority Voting and Delaware Law (Defendant's Response)
- City of Westland v. Axcelis Technologies: Majority Voting and Delaware Law (Plurality Plus v. Majority Vote)
- City of Westland v. Axcelis Technologies: Majority Voting and Delaware Law (The Beginning of the Evisceration)
- City of Westland v. Axcelis Technologies: The Myth of Majority Vote Provisions and the Further Need for Preemption of Delaware Law (An Introduction)
- City of Westland v. Axcelis Technologies: The Myth of Majority Vote Provisions and the Further Need for Preemption of Delaware Law (Credible Evidence As An Excessive Pleading Standard)
- City of Westland v. Axcelis Technologies: The Myth of Majority Vote Provisions and the Further Need for Preemption of Delaware Law (The Chancery Court Makes the Case for Access)
- Conrad v. Blank: Demand Excusal and Standing in Backdating Cases
- Conrad v. Blank: Backdating and Pre-Suit Demand Requirements
- Corporate Governance Practices and the Failure of the Delaware Model: The Evidence (Part 1)
- Corporate Governance Practices and the Failure of the Delaware Model: The Evidence (Part 2)
- Corporate Governance Practices and the Failure of the Delaware Model: An Example
- Corporate Governance Practices and the Failure of the Delaware Model: The Last Word (For Today)
- Corporate Governance Practices and the Failure of the Delaware Model: The Need for Reform
- Corporate Governance and Delaware Chief Justice Steele
- Corporate Governance and Delaware Chief Justice Steele: Executive Compensation as a Redecoration Problem
- Corporate Governance and Delaware Chief Justice Steele: Red Flags and Reporting Systems
- Corporate Governance and Delaware Chief Justice Steele: The Delaware Courts and the Board of Directors
- Corporate Governance and Delaware Chief Justice Steele: The Miserable Failure of the Securities and Exchange Commission
- Corporate Governance and Delaware Chief Justice Steele: The Problem of Federal Regulation
- Corporate Governance and Delaware Chief Justice Steele: Those Unfit Federal Judges
- Corporate Governance, Federal Preemption, and the 2008 Presidential Race
- Criminalizing Compensation: Lax Standards, Delaware Law, and the Conviction of Gregory Reyes
- David Brooks, DHB, and the Problem of Excessive Compensation
- Del. Ch. Rejects Inference that is “At Odds” with “Common Experience” – Pfeffer v. Redstone
- Delaware Courts and Advance Notice Bylaws: Levitt v. Office Depot
- Delaware Courts and Backdating
- Delaware Courts and Backdating: A Summary
- Delaware Courts and Exonerating the Board from Supervising Risk: In re Citigroup Derivative Litigation (Introduction)
- Delaware Courts and Exonerating the Board from Supervising Risk: In re Citigroup Derivative Litigation (The Facts)
- Delaware Courts and Exonerating the Board from Supervising Risk: In re Citigroup Derivative Litigation (The Refusal to Impose Meaningful Standards for Reporting Standards)
- Delaware Courts and Exonerating the Board from Supervising Risk: In re Citigroup Derivative Litigation (The Weakness of the Caremark Standard)
- Delaware Courts and Exonerating the Board from Supervising Risk: In re Citigroup Derivative Litigation (Compensation and the Effort to Avoid Further Preemption)
- Delaware Courts and Exonerating the Board from Supervising Risk: In re Citigroup Derivative Litigation (The Judicial Defense of a Mirage)
- Delaware Courts and the Charade of Director Independence: Ryan v. Lyondell Chemical (It's Hard Being A Plaintiff in Delaware) (Part 2)
- Delaware Courts and the Influence of Federal Preemption (part 1)
- Delaware Courts and the Influence of Federal Preemption (part 2)
- Delaware Courts and the Influence of Federal Preemption (part 3)
- Delaware Courts and the Influence of Federal Preemption (part 4)
- Delaware Courts and the Tolerance for Bad Faith: McPadden v. Sidhu
- Delaware Courts and the Validation of Misleading Disclosure: In re Transkaryotic (A License to Omit) (Part 2)
- Delaware Courts and the Validation of Misleading Disclosure: In re Transkaryotic (Excessive Pleading Standards)(Part 5)
- Delaware Courts and the Validation of Misleading Disclosure: In re Transkaryotic (Friendship Is Not Enough)(Part 3)
- Delaware Courts and the Validation of Misleading Disclosure: In re Transkaryotic (In Delaware, It's Tough to be a Plaintiff)(Part 6)
- Delaware Courts and the Validation of Misleading Disclosure: In re Transkaryotic (The Anti-Shareholder Bias) (Part 1)
- Delaware Courts and the Validation of Misleading Disclosure: In re Transkaryotic (Orphan Drugs)(Part 7)
- Delaware Courts and the Validation of Misleading Disclosure: In re Transkaryotic (The Irrelevancy of Divided Loyalties)(Part 4)
- Delaware Courts and the Validation of Spring Loaded Stock Options (Continued)
- Delaware Courts and the [Non-] Duties of Directors: Pfeffer v. Redstone
- Delaware Courts, Director Independence, and the Payment of Legal Fees: In re InfoUSA Shareholders Litigation
- Delaware Courts, Mergers, and Free "Legal Advice"
- Delaware Judges, Shareholder Rights, and the Appearance of Bias (Part 7)
- Delaware Law and the Responsibility for SOX
- Delaware Validates "Just Say Never": Air Products v. Airgas (Part 1)
- Delaware and Backdating: Ryan v. Gifford
- Delaware and Corporate Governance: The Current Stance
- Delaware and Responsibility for the Current Financial Turmoil
- Delaware and the Anti-Shareholder Bias
- Delaware and the Race to the Bottom
- Delaware and the Responsibility for SOX: The Case of Loans to Management
- Delaware and the Use of Process to Permit Unfair Compensation
- Delaware's Preeminence and the Internal Affairs Doctrine
- Delaware's Preeminence and the Internal Affairs Doctrine (Intro)
- Delaware's Preeminence and the Internal Affairs Doctrine (Part 1)
- Delaware's Preeminence and the Internal Affairs Doctrine (Part 2)
- Delaware's Top Five Worst Shareholder Decisions for 2008 (#1)
- Delaware's Top Five Worst Shareholder Decisions for 2008 (#2)
- Delaware's Top Five Worst Shareholder Decisions for 2008 (#3)
- Delaware's Top Five Worst Shareholder Decisions for 2008 (#4)
- Delaware's Top Five Worst Shareholder Decisions for 2008 (#5)
- Delaware's Top Five Worst Shareholder Decisions for 2008 (A Recap)
- Delaware's Top Five Worst Shareholder Decisions for 2008 (A Response)
- Delaware's Top Five Worst Shareholder Decisions for 2009 (#1): The Delaware Courts and the Utter Lack of Diversity
- Delaware's Top Five Worst Shareholder Decisions for 2009 (#2): In re Citigroup
- Delaware's Top Five Worst Shareholder Decisions for 2009 (#3): City of Estland v. Axcelis Technologies
- Delaware's Top Five Worst Shareholder Decisions for 2009 (#4): San Antonio Fire & Policy v. Amylin
- Delaware's Top Five Worst Shareholder Decisions for 2009 (#5): Pfeffer v. Redstone
- Delaware's Top Five Worst Shareholder Decisions for 2009 (Conclusion)
- Delaware's Top Five Worst Shareholder Decisions for 2009 (Introduction)
- Delaware's Top Five Worst Shareholder Decisions of 2007
- Delaware's Top Five Worst Shareholder Decisions of 2008 (Introduction)
- Delaware, Independence and Director Compensation: Sutherland v. Sutherland (Part 1)
- Delaware, Independence and Director Compensation: Sutherland v. Sutherland (Part 2)
- Delaware, Insouciance, and an Appropriate Judicial Disposition: The Case of Inter-Tel
- Delaware, The Courts, and The Race to the Bottom
- Derivative Suits, Delaware and the Race to the Bottom: Schoon v. Smith (Part 1)
- Derivative Suits, Delaware and the Race to the Bottom: Schoon v. Smith (Part 2)
- Derivative Suits, Delaware and the Race to the Bottom: Schoon v. Smith (Part 3)
- Derivative Suits, Delaware and the Race to the Bottom: Schoon v. Smith (Part 4)
- Derivative Suits, Delaware and the Race to the Bottom: Schoon v. Smith (Part 5)
- Desimone and Spring Loaded Options: Just Another Form of Compensation
- Desimone and the Struggle to Validate Backdating
- Desimone v. Barrows: Backdating, Spring Loading and the Imposition of a Scienter Standard
- Desimone, Backdating, and the Use of Bench Trials on Motions to Dismiss
- Desimone, Spring Loaded Options and Insider Trading
- Director Duties and the Delaware Standards: The View from Wachtell Lipton
- Diversity and the Delaware Courts
- Do the Merits Matter? Delaware Courts, Related Party Transactions, and In re InfoUSA Inc. Shareholders Litigation
- Duty of Loyalty and the Rote Counting of Heads: The Viacom Case
- Executive Compensation Outpaces Earnings
- Executive Compensation, Disney and Delaware Law (Part 1)
- Executive Compensation, Disney and Delaware Law (Part 2)
- Executive Compensation, Disney and Delaware Law (Part 3)
- Executive Compensation, Disney and Delaware Law (Part 4)
- Executive Compensation, Disney and Delaware Law (Part 5)
- Executive Compensation, the Delaware Courts, and Congress
- Executive Compensation, the Delaware Courts, and Congress (Part 3)
- Failure to Meet Demand Execusal Requirements Proves Fatal to Backdating Case
- Financial Disclosure Requirements in a Definitive Proxy Statement – In re CheckFree Corp.
- Fogel v. U.S. Energy Systems Inc and Limits on the Authority of Independent Directors
- Fogel v. U.S. Energy Systems Inc: "Improperly Convened" Meetings And The Blasius Standard In Delaware
- Friday Editorial: Delaware, SOX, and the Prospect of Future Federal Intervention
- Goldman Sachs and Challenging the Delaware Model
- Henry Paulson and the Problem of State Law
- Henry Paulson and the Promise of Federal Incorporation
- In re InfoSonics Corp. – Backdating, Demand Futility, and the Internal Affairs Doctrine
- In re InfoUSA and the Ship Captain Presumption
- In re InfoUSA, the Clintons, and the Prohibition on Coyness
- In re Lear Corp: Delaware Upholds No-Vote Termination Fee (Part 2)
- In re Lear Corporation: Its Tough Being a Plaintiff's Lawyer in Delaware (Part 3)
- In re Lear Corporation: Tough on Shareholders, Not So Tough on Management (Part 6)
- In re Lear Corporation: Waiver of Liability Provisions and the Myth of Van Gorkom (5)
- In re Lear: A Series (Part 1)
- In re Lear: Its Tough to Be a Proxy Advisory Service In VC Strine's Court (Part 4)
- In re Lear: Its Tough to Be a Proxy Advisory Service In VC Strine's Court
- In re Loral Communications and the Possible Antipathy Towards Activist Shareholders (Part 1)
- In re Loral Communications and the Possible Antipathy Towards Activist Shareholders (Part 2)
- In re Loral Communications and the Possible Antipathy Towards Activist Shareholders (Part 3)
- In re Loral Communications and the Possible Antipathy Towards Activist Shareholders: A Prognostication (Part 4)
- In re Loral and the Entire Fairness Standard
- In re Massey Energy: Introduction (Part 1)
- In re Massey: Caremark and the Culture of Management (Part 2)
- In re Massey: Not Meaning to Applaud Management (Part 7)
- In re Massey: The Justice of Blaming Shareholders for Alleged Misbehavior by Management (Part 6)
- In re Massey: The [Non] Value of the Derivative Claim (Part 3)
- In re Massey: The "Economic" Rather than "Practical" Realities of Bringing a Derivative Suit (Part 4)
- In re Massy: The Myth of Shareholder Say in the Election of Directors (Part 5)
- In re Mercury Interactive Corp. – Option Backdating
- In re Ness Technologies, Inc. Shareholder Litigation. Delaware Court of Chancery Grants Shareholders Expedited Discovery with Limitations
- In re Tyson and Spring Loaded Options: Disclosure Is the Key
- In re Tyson, Spring Loaded Options, and Bad Faith
- Inside the Delaware Chancery Court
- Inspection Rights Under Delaware Law
- Inspection Rights and Shareholders: $200 Million in Compensation Not Enough to Establish a Proper Purpose
- Inter-Tel, the Delaware Courts, and the Erosion of Another Pro-Shareholder Doctrine
- Inter-Tel, the Shareholder Franchise, and the Abandoment of the Blasius Standard
- Joe Biden, Director Self Interest, and a Challenge to the Delaware Model
- Judicial Encouragement of Uninformed Directors: J&J Derivative Litigation (Part 1)
- Judicial Encouragement of Uninformed Directors: J&J Derivative Litigation (Part 2)
- Judicial Encouragement of Uninformed Directors: J&J Derivative Litigation (Part 3)
- Judicial Encouragement of Uninformed Directors: J&J Derivative Litigation (Part 4)
- Limiting the Rights of Preferred Shareholders: Matulich v. Aegis Communications Group, Inc.
- Limiting the Rights of Preferred Shareholders: Matulich v. Aegis Communications Group, Inc.
- Limits on Postponing a Shareholder Meeting: Steel Partners v. Point Blank Solutions
- MBNA and the Merger with Bank of America: Shareholders Sue a "Sweetheart" Deal
- McPadden v. Sidhu and the Absence of Director Duties
- Merger Agreements, the Duty of Good Faith and Fair Dealing, and the Duty to Provide Notice to Shareholders
- Metcalf v. Zoullas: Derivative Action for Excessive Director Compensation
- Microsoft v. Yahoo v. Google v. News Corp
- Narrowing the Scope of Inspection Rights: Espinoza v. HP (Part 2)
- Narrowing the Scope of Inspection Rights: Espinoza v. HP (Part 3)
- Narrowing the Scope of Inspection Rights: Espinoza v. HP (Part 1)
- Narrowing the Scope of Inspection Rights: Espinoza v. HP (Part 5)
- Obama, the Courts, and Governance
- Office Depot and the Evolution of a Proxy Contest
- Officers and the Business Judgment Rule
- Officers and the Business Judgment Rule: Hellman v. Hellman
- Openwave Sys. v. Harbinger and Advance Notice Bylaws
- Opting Only In: An Overview (Part 1)
- Opting Only In: Corporate Law and the View of Contractarians (Part 2)
- Opting Only In: Delaware and the Race to the Bottom (Part 4)
- Opting Only In: The Bottom Line (Part 7)
- Opting Only In: The Exegisis of Waiver of Liability (Part 3)
- Opting Only In: The Race to the Bottom (Part 5)
- Opting Only In: Waiver of Liability in Practice (Part 6)
- Option Grant Practices and the Delaware Courts: an introduction
- Overturning the Delaware Model: Going Beyond Financial Institutions
- Pangloss, Delaware Law, and the Duty of Loyalty: Julian v. Eastern States Development Co.
- Plaintiffs and Prolixity: Wood v. Baum (Part 2)
- Plaintiffs and Prolixity: Wood v. Baum (Part 3)
- Plaintiffs and Prolixity: Wood v. Baum and the Anti-Plaintiff Bias of the Delaware Courts (Part 1)
- Plaintiffs and Prolixity: Wood v. Baum and The Use of Unnecesary Procedural Barriers (Part 4)
- Poison Pills, Low Thresholds, and AIG: The Continuing Consequences of Selectica
- Poison Puts, Shareholder Voting Rights and the Need for an Even Stronger Shareholder Bill of Rights: San Antonio Fire & Policy v. Amylin Pharmaceuticals (Introduction)
- Poison Puts, Shareholder Voting Rights and the Need for an Even Stronger Shareholder Bill of Rights: San Antonio Fire & Policy v. Amylin Pharmaceuticals (Amending the Shareholder Bill of Rights)
- Poison Puts, Shareholder Voting Rights and the Need for an Even Stronger Shareholder Bill of Rights: San Antonio Fire & Policy v. Amylin Pharmaceuticals (The Facts)
- Poison Puts, Shareholder Voting Rights and the Need for an Even Stronger Shareholder Bill of Rights: San Antonio Fire & Policy v. Amylin Pharmaceuticals (The Fiduciary Out)
- Poison Puts, Shareholder Voting Rights and the Need for an Even Stronger Shareholder Bill of Rights: San Antonio Fire & Policy v. Amylin Pharmaceuticals (The Lessons)
- Poison Puts, Shareholder Voting Rights and the Need for an Even Stronger Shareholder Bill of Rights: San Antonio Fire & Policy v. Amylin Pharmaceuticals (Upholding The Puts)
- Portnoy v. Cryo-Cell: Vote Buying, Manipulation of the Voting Process, and the Race to the Bottom (Part 1)
- Portnoy v. Cryo-Cell: Vote Buying, Manipulation of the Voting Process, and the Race to the Bottom (Part 2)
- Portnoy v. Cryo-Cell: Vote Buying, Manipulation of the Voting Process, and the Race to the Bottom (Part 3)
- Portnoy v. Cryo-Cell: Vote Buying, Manipulation of the Voting Process, and the Race to the Bottom (Part 4)
- Portnoy v. Cryo-Cell: Vote Buying, Manipulation of the Voting Process, and the Race to the Bottom (Part 5)
- Portnoy v. Cryo-Cell: Vote Buying, Manipulation of the Voting Process, and the Race to the Bottom (Part 6)
- Portnoy v. Cryo-Cell: Vote Buying, Manipulation of the Voting Process, and the Race to the Bottom -- The Last Word
- Procedural Barriers, Delaware Courts, and Shareholder Rights: In re InfoUSA (Continued)
- Reform, the Presidential Campaign, and Oversight of the Financial Markets: The Delaware Responsibility
- Regime Change and the Delaware Courts
- Related Westpac LLC v. JER Snowmass LLC: Implicit Waiver of Fiduciary Duties
- Related Westpac LLC v. JER Snowmass LLC: Implicit Waiver of Fiduciary Duties (Discouraging Investment into Delaware LLCs)
- Removing a Director and Delaware Law: Postorivo v. AG Paintball
- Restoring American Financial Stability Act of 2009: Accredited Investor Status and Inflation
- Restoring American Financial Stability Act of 2009: Eliminating OCIE
- Restoring American Financial Stability Act of 2009: Introduction
- Restoring American Financial Stability Act of 2009: Repealing the PSLRA
- Restoring American Financial Stability Act of 2009: The End of Mandatory Arbitration
- Restoring American Financial Stability Act of 2009: The Regulation of Executive Compensation
- Restoring American Financial Stability Act of 2009: A More Meaningful Definition of Independent Director
- Restoring American Financial Stability Act of 2009: Majority Vote Provisions and Preemption of State Law
- Restoring American Financial Stability Act of 2009: Say on Pay and Golden Parachutes
- Restoring American Financial Stability Act of 2009: Self Funding for the SEC
- Restoring American Financial Stability Act of 2010: Corporate Governance Provisions
- Restoring American Financial Stability Act of 2010: Reforming the Independent Director Standard and Federalizing Executive Compensation
- Ryan v. Lyondell Chemical Company and Waiver of Liability Provisions (Interlocutory Appeal Denied)(An Annoyed Vice Chancellor)
- Ryan v. Lyondell Chemical Company and Waiver of Liability Provisions (Interlocutory Appeal Denied)(But a Road Map for Success)
- Ryan v. Lyondell Chemical Company and Waiver of Liability Provisions (Interlocutory Appeal Denied)(Introduction)
- Ryan v. Lyondell Chemical Company and Waiver of Liability Provisions (Interlocutory Appeal Denied)(The Need for Gender Diversity and Gender Neutrality)
- SLCs and the Business Judgment Rule
- Saginaw Police & Fire Pension Fund v. Hewlett Packard Company: Derivative Action Alleging Knowledge of Illegal Activity
- San Antonio Fire & Police v. Amylin: Delaware and the Ostrich Approach to Governance
- San Antonio Fire & Police v. Amylin: Delaware and the Ostrich Approach to Governance (A Know Nothing Approach to Decision Making)
- San Antonio Fire & Police v. Amylin: Delaware and the Ostrich Approach to Governance (Judicial Speculation in Place of Board Consideration)
- Sensationalized Criticism (redux)
- Shareholder Reimbursement, Private Ordering, and Delaware Law
- Shock and Awe: From Massachusetts to the Obama “Volcker Rule” (Part 1 of 10)
- Shock and Awe: From Massachusetts to the Obama “Volcker Rule” (Part 10 of 10)
- Shock and Awe: From Massachusetts to the Obama “Volcker Rule” (Part 2 of 10)
- Shock and Awe: From Massachusetts to the Obama “Volcker Rule” (Part 3 of 10)
- Shock and Awe: From Massachusetts to the Obama “Volcker Rule” (Part 4 of 10)
- Shock and Awe: From Massachusetts to the Obama “Volcker Rule” (Part 5 of 10)
- Shock and Awe: From Massachusetts to the Obama “Volcker Rule” (Part 6 of 10)
- Shock and Awe: From Massachusetts to the Obama “Volcker Rule” (Part 7 of 10)
- Shock and Awe: From Massachusetts to the Obama “Volcker Rule” (Part 8 of 10)
- Shock and Awe: From Massachusetts to the Obama “Volcker Rule” (Part 9 of 10)
- Spring Loaded Options and Demand Excusal: Weiss v. Swanson
- Spring Loaded Options and Demand Excusal: Weiss v. Swanson
- Standards for Executive Compensation
- Statistical Evidence and A "Barely Sufficient" Basis for Inspecting Records Under Delaware Law
- The Benefits of Incorporating Outside of Delaware
- The Chancery Court Decision Is In: Travis Laster
- The Chicago School, the Conversion of Judge Posner, and the Delaware Courts (Part 1)
- The Chicago School, the Conversion of Judge Posner, and the Delaware Courts (Part 2)
- The Chicago School, the Conversion of Judge Posner, and the Delaware Courts (Part 3)
- The Continued Federalization of Corporate Law
- The Declining Importance of Delaware
- The Delaware Chancery Court and the Treatment of Institutional Investors: Portnoy v. Cryo Cell
- The Delaware Courts and Say on Pay
- The Delaware Guidance Function and the Use of Dicta in Opinions
- The Delaware Model and Preemption: Congress Begins to Act
- The Dodd-Frank Wall Street Reform Act and the Preemption of Delaware Law (Compensation Committee Reform, Part 2)
- The Dodd-Frank Wall Street Reform Act and the Preemption of Delaware Law (Say on Pay, Part 1)
- The Dodd-Frank Wall Street Reform Act and the Preemption of Delaware Law (Say on Pay, Part 2)
- The Facade of Fairness Opinions and the Delaware Courts
- The Fed Proposals and Upending the Delaware Model
- The Federal Reserve Board, The Administration, and Executive Compensation: Heading Off Congress
- The Financial Turmoil and Judicial Responsibility (Part 1)
- The Financial Turmoil and Judicial Responsibility (Part 2)
- The Five Worst Delaware Cases: A Comment
- The Flawed System for the Election and Nomination of Directors (The Fiduciary Obligations of Directors)
- The Intellectual Justification for a Non-Judicial Temperament
- The Merits Don't Matter: A Final Word on In re InfoUSA
- The Nominees for the Chancery Court Are In
- The Race to the Bottom
- The Race to the Bottom and "Fodder for those Who Seek a Federal Takeover of Delaware Corporate Law"
- The Race to the Bottom, Delaware, and LLCs: Waiver of Fiduciary Duties
- The Reyes Conviction: Backdating and the Differing Attitudes Between Delaware and the Federal Government
- The SEC, Access and the Need to Preempt Delaware Law
- The SEC, Corporate Governance and Executive Compensation (Part 1)
- The SEC, Corporate Governance, and Executive Compensation (Part 2)
- The Solution to the Problem of Executive Compensation (Part 1)
- The Solution to the Problem of Executive Compensation (Part 2)
- TheRacetotheBottom, the Delaware Chancery Court, and "Sensationalized Criticism"
- Tyson, Backdating and Some Additional Observations
- Unitedhealth, Delaware, and the Problem of Special Litigation Committees
- VC Strine and an Admission Against Self Interest
- VC Strine, Withholding Votes, and the Impact on Corporate Governance
- Wayne County Employee's Retirement v. Corti: The Conflict of Interest that Wasn't (Part 1)
- Wayne County Employee's Retirement v. Corti: The Conflict of Interest that Wasn't (Part 2)
- Weakening Corporate Governance: Delaware Courts and the Contorted Exception to the Demand Requirement
- What if Contract Replaced Fiduciary Duties? A Lesson from Amirsaleh v. Board of Trade of the City of New York
Entries by Week
Click on a week below to view a list of articles published during that week.
- June 10, 2012 - June 16, 2012 (1)
- June 3, 2012 - June 9, 2012 (1)
- May 27, 2012 - June 2, 2012 (1)
- December 18, 2011 - December 24, 2011 (4)
- November 6, 2011 - November 12, 2011 (4)
- October 9, 2011 - October 15, 2011 (1)
- August 7, 2011 - August 13, 2011 (3)
- July 31, 2011 - August 6, 2011 (4)
- July 10, 2011 - July 16, 2011 (1)
- May 8, 2011 - May 14, 2011 (1)
- February 13, 2011 - February 19, 2011 (1)
- November 7, 2010 - November 13, 2010 (1)
- September 26, 2010 - October 2, 2010 (3)
- August 29, 2010 - September 4, 2010 (1)
- August 15, 2010 - August 21, 2010 (1)
- July 18, 2010 - July 24, 2010 (3)
- May 23, 2010 - May 29, 2010 (1)
- March 14, 2010 - March 20, 2010 (2)
- January 24, 2010 - January 30, 2010 (10)
- January 10, 2010 - January 16, 2010 (3)
- January 3, 2010 - January 9, 2010 (5)
- December 27, 2009 - January 2, 2010 (2)
- November 29, 2009 - December 5, 2009 (4)
- November 22, 2009 - November 28, 2009 (6)
- November 15, 2009 - November 21, 2009 (1)
- November 1, 2009 - November 7, 2009 (4)
- October 25, 2009 - October 31, 2009 (6)
- October 18, 2009 - October 24, 2009 (4)
- September 20, 2009 - September 26, 2009 (5)
- August 23, 2009 - August 29, 2009 (2)
- August 16, 2009 - August 22, 2009 (2)
- August 9, 2009 - August 15, 2009 (2)
- August 2, 2009 - August 8, 2009 (4)
- July 19, 2009 - July 25, 2009 (4)
- July 12, 2009 - July 18, 2009 (3)
- May 31, 2009 - June 6, 2009 (3)
- May 24, 2009 - May 30, 2009 (2)
- April 19, 2009 - April 25, 2009 (2)
- April 5, 2009 - April 11, 2009 (1)
- March 29, 2009 - April 4, 2009 (1)
- March 15, 2009 - March 21, 2009 (3)
- March 8, 2009 - March 14, 2009 (3)
- January 18, 2009 - January 24, 2009 (1)
- January 4, 2009 - January 10, 2009 (1)
- December 28, 2008 - January 3, 2009 (8)
- December 21, 2008 - December 27, 2008 (2)
- December 14, 2008 - December 20, 2008 (4)
- November 23, 2008 - November 29, 2008 (3)
- November 16, 2008 - November 22, 2008 (3)
- October 26, 2008 - November 1, 2008 (9)
- October 19, 2008 - October 25, 2008 (4)
- October 12, 2008 - October 18, 2008 (4)
- October 5, 2008 - October 11, 2008 (6)
- September 28, 2008 - October 4, 2008 (1)
- September 14, 2008 - September 20, 2008 (2)
- September 7, 2008 - September 13, 2008 (5)
- August 24, 2008 - August 30, 2008 (2)
- August 17, 2008 - August 23, 2008 (1)
- July 20, 2008 - July 26, 2008 (7)
- July 13, 2008 - July 19, 2008 (4)
- July 6, 2008 - July 12, 2008 (1)
- May 25, 2008 - May 31, 2008 (1)
- May 18, 2008 - May 24, 2008 (2)
- May 11, 2008 - May 17, 2008 (2)
- May 4, 2008 - May 10, 2008 (2)
- April 20, 2008 - April 26, 2008 (1)
- April 13, 2008 - April 19, 2008 (6)
- April 6, 2008 - April 12, 2008 (3)
- March 30, 2008 - April 5, 2008 (6)
- March 23, 2008 - March 29, 2008 (2)
- March 16, 2008 - March 22, 2008 (2)
- March 9, 2008 - March 15, 2008 (6)
- March 2, 2008 - March 8, 2008 (2)
- February 24, 2008 - March 1, 2008 (5)
- February 17, 2008 - February 23, 2008 (7)
- February 10, 2008 - February 16, 2008 (6)
- February 3, 2008 - February 9, 2008 (10)
- January 27, 2008 - February 2, 2008 (8)
- January 6, 2008 - January 12, 2008 (1)
- December 30, 2007 - January 5, 2008 (3)
- December 23, 2007 - December 29, 2007 (2)
- December 16, 2007 - December 22, 2007 (1)
- December 2, 2007 - December 8, 2007 (1)
- November 25, 2007 - December 1, 2007 (1)
- November 18, 2007 - November 24, 2007 (3)
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