Our recent Client Alert takes a fresh look at bylaw and charter amendments at the Silicon Valley 150 during the 2023 proxy season to better understand how companies are addressing new Rule 14a-19, which mandates the use of a universal proxy card in contested elections, as well as the recent
Continue Reading Lessons from the 2023 Proxy Season: Advance Notice Bylaws and Officer ExculpationOfficer Exculpation
Officer Exculpation and the Silicon Valley 150
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Posted in Corporate Governance
Effective August 1, 2022, Section 102(b)(7) of the Delaware General Corporation Law (DGCL) was amended to permit a Delaware corporation to include in its charter a provision eliminating or limiting the personal liability of certain officers for direct claims for breaches of their fiduciary duty of care. While this amendment…
Continue Reading Officer Exculpation and the Silicon Valley 150Delaware Court of Chancery Issues Important Ruling for Multi-Class Companies Addressing Class Votes
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Posted in Delaware Law
Our recent Client Alert discusses an important ruling issued by Vice Chancellor J. Travis Laster of the Delaware Court of Chancery on March 29, 2023. This ruling concluded that two companies with multiple classes of common stock were not required, under the Delaware statute, to obtain separate class votes of…
Continue Reading Delaware Court of Chancery Issues Important Ruling for Multi-Class Companies Addressing Class Votes