Douglas Raymond Iii

Douglas Raymond Iii

February 17, 2018 | The Legal Intelligencer

(Self)Dealing Themselves In: New Rules for Setting Board Compensation

Last December, in In re Investors Bancorp Stockholder Litigation, C.A. No. 12327-VCS (Del. Dec. 19, 2017), the Delaware Supreme Court revived concerns about how boards set their own compensation.

By Douglas Raymond III and Ashlee A. Paxton-Turner

8 minute read

February 21, 2017 | The Legal Intelligencer

Navigating Pa. Law in Change of Control Transactions

The fiduciary duties of directors are often seen as the foundation of corporate governance and the protection of the interests of shareholders. The Pennsylvania Business Corporation Law (the BCL) has codified both the duty of care and the duty of loyalty in Section 1712, while there is no similar codification of these duties in Delaware. Instead, Delaware law regarding corporate fiduciary duties has largely been created by common law. Although the formulation of these duties appears similar in Pennsylvania and Delaware, Pennsylvania law approaches a challenge to a director's actions quite differently when dealing with a change of control situation.

By F. Douglas Raymond III 
and Amanda P. Garger

18 minute read