Law Offices of Gary Martin Hays & Associates
P.C.
75 Ponce De Leon Ave NE Ste 101
Atlanta,
GA 30308(470) 294-1674
www.garymartinhays.com
Corporate Counsel | Analysis|News
By Hugo Guzman | October 16, 2022
Jason Klein is becoming chief corporate governance officer of a financial services giant with 38,000 employees.
By Jason Grant | October 14, 2022
"Plaintiffs have failed to state a claim for breach of fiduciary duty" under Scottish law, which controls, "as Scots law states that directors generally owe fiduciary duties only to their company, not to its shareholders," wrote the appeals court based in Manhattan.
By Megan Ridley-Kaye, Patrick Sarch, Tina Guo and Vinura Ladduwahetty | October 14, 2022
Recently, a debate about directors' obligation to pursue ESG considerations under the revitalized 'Caremark' standard has raised the stakes for directors of Delaware corporations, and gives us reason to compare the role of a Delaware board with that of a UK board with respect to ESG considerations.
By Kai Liekefett and Derek Zaba | October 14, 2022
Management and boards of directors should be well prepared for the changing landscape of shareholder activism that will likely result from the recent implementation of the universal proxy card system.
The Legal Intelligencer | Commentary
By Maxwell Briskman Stanfield | October 13, 2022
It is far preferable for LLC members to consult with the proper advisers when preparing operating documents—and to ensure they draft them effectively. The documents are much more than formalities and serve as a vital portion of an LLC's formation and ongoing operation.
Delaware Business Court Insider | News
By Ellen Bardash | October 13, 2022
The order is the latest development in a relatively busy week for the trio of distinct Chancery cases concerning the deal and Twitter's disclosure of user metrics, all of which are on Chancellor Kathaleen McCormick's docket.
New York Law Journal | Analysis
By Lori Marks-Esterman | October 13, 2022
A string of recent Delaware decisions have reaffirmed the critical role the Delaware courts play in ensuring that corporate transactions are "twice-tested"—for both legal validity and equitable fairness. These holdings affirm that the demanding standards set forth in 'Schnell' and 'Blasius' are alive and well, particularly when it comes to director actions that burden or interfere with the stockholder franchise.
Delaware Business Court Insider | Commentary
By Barry M. Klayman and Mark E. Felger | October 12, 2022
In Protech Minerals v. Dugout Team, No. 288, 2021, 2022 WL 4004606 (Del. Sept. 2, 2022), the Delaware Supreme Court affirmed that trust distributions are personal property subject to garnishment. The court declined to consider whether the result would be different if the trust were a spendthrift trust.
Corporate Counsel | Expert Opinion
By Paroon Chadha | October 5, 2022
Contrasting viewpoints foster increased board engagement and can help an organization stay nimble while improving board effectiveness.
By Andrew Goudsward | October 5, 2022
As the SEC settled with many of Wall Street's biggest banks over recordkeeping failures, DOJ said it would consider whether companies have adequate policies on the use of personal devices and messaging apps as it evaluates compliance programs.
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