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An Economic Theory of Fiduciary Law

Editor's Note: Robert H. Sitkoff is the John L. Gray Professor of Law at Harvard Law School. I've recently posted to SSRN a book chapter called "An Economic Theory of Fiduciary Law," which will be...

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Corporate “Free Exercise” and Fiduciary Duties of Directors

Editor's Note: The following post comes to us from Mark A. Underberg, retired partner of Paul, Weiss, Rifkind, Wharton & Garrison LLP, and an Adjunct Professor of Law at Cornell Law School and the...

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Delaware Court: Lack of Fairness Opinion Not Necessarily Constitute Bad Faith

Editor's Note: Allen M. Terrell, Jr. is a director at Richards, Layton & Finger. This post is based on a Richards, Layton & Finger publication, and is part of the Delaware law series, which is...

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Understanding and Implementing the NIST Cybersecurity Framework

Editor's Note: The following post comes to us from Paul A. Ferrillo, counsel at Weil, Gotshal & Manges LLP specializing in complex securities and business litigation, and is based on an article...

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Delaware Court Declines to Dismiss Claims Against Disinterested Directors

Editor's Note: The following post comes to us from Sullivan & Cromwell LLP, and is based on a Sullivan & Cromwell publication authored by Alexandra D. Korry, Melissa Sawyer, and William J....

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The Delaware Courts and the Investment Banks

Posted by Martin Lipton, Wachtell, Lipton, Rosen & Katz, on Friday, October 30, 2015 Editor's Note: Martin Lipton is a founding partner of Wachtell, Lipton, Rosen & Katz, specializing in...

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Director Independence and Risks for M&A Financial Advisors

Posted by Jason M. Halper, Orrick, Herrington & Sutcliffe LLP, on Monday, November 9, 2015 Editor's Note: Jason M. Halper is a partner in the Securities Litigation & Regulatory Enforcement...

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Navigating the Cybersecurity Storm in 2016

Posted by Paul A. Ferrillo, Weil, Gotshal & Manges LLP, on Wednesday, November 25, 2015 Editor's Note: Paul A. Ferrillo is counsel at Weil, Gotshal & Manges LLP specializing in complex...

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Rural/Metro Decision: Aiding and Abetting Liability

Posted by Ariel J. Deckelbaum, Paul, Weiss, Rifkind, Wharton & Garrison LLP, on Friday, December 4, 2015 Editor's Note: Ariel J. Deckelbaum is a partner and deputy chair of the Corporate Department...

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Is 2015, Like 1985, an Inflection Year?

Posted by Martin Lipton, Wachtell, Lipton, Rosen & Katz, on Tuesday, December 8, 2015 Editor's Note: Martin Lipton is a founding partner of Wachtell, Lipton, Rosen & Katz, specializing in...

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Delaware Supreme Court on Potential Financial Advisor Liability

Posted by Jason M. Halper, Orrick, Herrington & Sutcliffe LLP, on Wednesday, December 23, 2015 Editor's Note: Jason M. Halper is a partner in the Securities Litigation & Regulatory Enforcement...

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An Empirical Analysis of Public Enforcement of Directors’ Duties in Australia

Posted by Jasper Hedges, University of Melbourne, on Thursday, June 9, 2016 Editor's Note: Jasper Hedges is Research Fellow, George Gilligan is Senior Research Fellow, and Ian Ramsay is Harold Ford...

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Chelsea Therapeutics: Management Projections & Fiduciary Duties

Posted by Steven Epstein, Fried, Frank, Harris, Shriver & Jacobson LLP, on Friday, June 10, 2016 Editor's Note: Steven Epstein is a partner and Co-Head of the Mergers & Acquisitions practice at...

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The Delaware Courts’ Increasingly Laissez Faire Approach To Directorial...

Posted by Miles D. Schreiner, Monteverde & Associates PC, on Wednesday, July 20, 2016 Editor's Note: Miles D. Schreiner is an attorney at Monteverde & Associates PC. This post is largely based...

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Narrow Path for Success of Post-Closing Disclosure Claims–Nguyen v. Barrett

Posted by Warren S. de Wied, Fried, Frank, Harris, Shriver & Jacobson LLP, on Wednesday, November 2, 2016 Editor's Note: Warren S. de Wied is partner and member of the mergers & acquisitions...

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Monetary Liability for Breach of the Duty of Care?

Posted by Holger Spamann, Harvard Law School, on Monday, November 28, 2016 Editor's Note: Holger Spamann is Professor of Law at Harvard Law School. This post is based on a recent article by Professor...

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The Importance of the Business Judgment Rule

Posted by Bernard S. Sharfman, R Street Institute, on Thursday, January 19, 2017 Editor's Note: Bernard S. Sharfman is an associate fellow of the R Street Institute and a member of the Journal of...

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Corporate Power is Corporate Purpose II: An Encouragement for Future...

Posted by Kobi Kastiel, Co-editor, HLS Forum on Corporate Governance and Financial Regulation, on Monday, February 6, 2017 Editor's Note: Leo E. Strine, Jr. is Chief Justice of the Delaware Supreme...

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Corporate Officers as Agents

Posted by Deborah DeMott, Duke Law School, on Friday, February 24, 2017 Editor's Note: Deborah DeMott is David F. Cavers Professor of Law at Duke Law School. This post is based on her recent article,...

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Are Bank Fiduciaries Special?

Posted by Robert C. Hockett, Cornell University, on Tuesday, February 28, 2017 Editor's Note: Robert C. Hockett is Edward Cornell Professor of Law at Cornell Law School. This post is based on Professor...

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