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The Legal Intelligencer

Fiduciary Duties of Nonprofit Directors

Many experienced lawyers and successful business persons often second guess their roles as directors of nonprofit organizations. Although most nonprofit directors serve without compensation, with respect to operational matters, they are increasingly held to the same standard as directors of for-profit entities. However, directors of charitable organizations must also address unique questions.
12 minute read

The Legal Intelligencer

Court OKs Attorney Fees for PSU Trustees in Battle Over Freeh Docs

Seven Penn State trustees are entitled to attorney fees and costs after a nearly two-year-long battle over access to the materials that formed the basis of the Freeh report, the Commonwealth Court has ruled.
13 minute read

Delaware Business Court Insider

Justice Holland's Lasting Imprint on Corporate Law

In early February, Justice Randy Holland, the longest-tenured member of the Delaware Supreme Court, announced his plans to retire at the end of March.
15 minute read

Corporate Counsel

Kickstarter GC Talks Company's Public Benefit Status

Michal Rosenn, general counsel of Kickstarter, talks about how her company became a public benefit corporation.
8 minute read

Corporate Counsel

Uber's 'Greyball' Scandal Drives at Legal Department Challenges

The news that Uber is using an ethically and legally questionable program called "Greyball" has put focus on the pressures in-house attorneys face as they become more aligned with business functions.
9 minute read

The American Lawyer

The Samuel Beckett of Cravath

Remember Alan Hruska, the former Cravath, Swaine & Moore partner turned playwright, novelist and filmmaker? Recently, the 83-year-old former litigator opened his play "Ring Twice for Miranda" at City Center in New York, a highly prestigious off-Broadway venue.
7 minute read

New York Law Journal

State, Investors Team Up to Force Exxon to Report Climate Change Risk

New York state's comptroller said Thursday he has lined up support from 47 other investors in the Exxon Mobil Corp. for a proposed shareholder resolution requiring the energy company to report on how its business will be affected by climate change mitigation efforts.
6 minute read

The Legal Intelligencer

Reducing the Risk of Corporate Criminal Liability

Last fall, the U.S. Sentencing Commission published the results of its study on the federal ­prosecution of corporations and other organizational ­offenders. The results of that study, based on sentencing data for the calendar year 2015, says much about the types of organizations and offenses that are most likely at risk for federal prosecution and how corporate counsel can reduce the risk of corporate criminal liability in the new year.
9 minute read

The Legal Intelligencer

Corporate Governance

By | February 21, 2017
In the Legal's Corporate Governance supplement, read about change in control of transactions, board composition and compensation and proposals to change how directors are nominated.
5 minute read

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.
18 minute read

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