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The Recorder

Musk's New Pay Plan Has Compensation Experts Abuzz

Compensation experts say Elon Musk's new all-or-nothing pay plan will be hard to replicate at any company besides Tesla—but that doesn't mean others won't try.
3 minute read

Delaware Business Court Insider

Supreme Court Rejects Bouchard's Recommendation in Walmart Appeal

The Delaware Supreme Court on Thursday rejected the Delaware Court of Chancery's recommendation that it depart from long-standing precedent in order to better accommodate the due process rights of plaintiffs in parallel derivative actions.
4 minute read

New York Law Journal

Judge Tosses Lawsuit Alleging Nondisclosure of Rift Between Pharmacy Benefits Firm, Health Insurer

A federal judge in New York on Tuesday dismissed a derivative lawsuit that accused directors of the country's largest pharmacy benefits manager of hiding from investors its troubled relationship with health insurance giant Anthem Inc.
3 minute read

Delaware Business Court Insider

Arbitrage Fund Seeks Appraisal in Wake of $1.5B Bob Evans Merger

The Arbitrage Fund on Tuesday filed a petition in the Delaware Court of Chancery seeking appraisal of its stake in Bob Evans Farms Inc., the latest lawsuit to stem from the food producer's $1.5 billion merger with Post Holdings Inc.
3 minute read

Daily Business Review

It's Time to Strengthen Railway Safety Laws for Passengers, Crews

Nearly everyone agrees that high-speed passenger rail is a great idea. As Brightline high-speed rail makes its debut in South Florida, it's time to focus more attention on passengers and crews.
5 minute read

New York Law Journal

Boards, Sexual Harassment, and Gender Diversity

Corporate Governance columnists David A. Katz and Laura A. McIntosh write: In light of recent events, corporate directors may consider adding an item to the agenda for their next board meeting: the issue of potential sexual misconduct at the company.
6 minute read

Delaware Business Court Insider

Bouchard Blocks 'Novel' Bid for $5M in Fees Against Dead CEO's Estate

The Delaware Court of Chancery on Tuesday denied a "novel" bid by a C&J Energy Services Inc. stockholder to recover $5 million in attorney fees from the estate of the oil and gas company's deceased CEO, saying the move would be unprecedented and inconsistent with Delaware law.
4 minute read

Corporate Counsel

Protecting Company Information From Disloyal Employees

In the era of telecommuting and daily cyberbreaches, companies face an ever-increasing challenge protecting their data from improper disclosures. Although many companies have invested in technology that protects them (to a certain extent) from outside intruders, these technological advancements do very little to stop the insider threat—disloyal and disgruntled employees.
13 minute read

Delaware Business Court Insider

Chancery Greenlights Use of Books and Records Demands to Buttress Post-'Corwin' M&A Challenges

Stockholder M&A challenges in the Delaware Court of Chancery have declined in the wake of the well-known Trulia (and its federal corollary Walgreens) and Corwin decisions, which respectively reduced incentives for pre-closing M&A challenges by outlining a strict standard of review for disclosure-only settlements; and confirmed that, regardless of whether the process at issue complied with Revlon, transactions approved by an informed and uncoerced stockholder vote are subject to the protections of the business judgment rule.
8 minute read

Corporate Counsel

Sexual Harassment Settlements With Nondisclosure Agreement No Longer Deductible

The new Tax Cuts and Jobs Act adds a provision to the tax code which disallows a deduction for amounts paid to settle a sexual harassment or abuse claim if that settlement includes a nondisclosure agreement. Section 162(q) to the Internal Revenue Code now disallows a deduction for any payment “related to sexual harassment or abuse if such settlement or payment is subject to a nondisclosure agreement.”
5 minute read

Resources

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