Tag: exclusive forum bylaws

Accounting and AuditingCorporate GovernanceExecutive Compensation

BlackRock issues proxy voting guidelines for 2018 proxy season

As discussed in this PubCo post, BlackRock has recently issued its 2018 Proxy Voting Guidelines for U.S. Securities.  Because BlackRock is reportedly the largest asset management firm (with $6.3 trillion under management), its voting guidelines will matter to more than a few companies.  And BlackRock takes its proxy voting seriously. With the growth in index investing, CEO Laurence Fink has argued, asset managers’ responsibilities of engagement and advocacy have increased, given that asset managers cannot simply sell the shares of companies about which they have doubts if those companies are included in index funds.

/ February 13, 2018
Corporate GovernanceCorporate lawLitigation

Delaware Governor signs into law prohibition on fee-shifting bylaws and authorization of exclusive forum bylaws

by Cydney Posner On June 24, 2015, the Governor of Delaware signed into law amendments to the Delaware General Corporation Law  proposed by the Delaware Bar’s Corporation Law Council  and overwhelmingly passed by the Legislature regarding fee-shifting and forum selection provisions in Delaware governing documents. (See this post and this post […]

/ June 29, 2015
Corporate GovernanceCorporate lawLitigation

Corporation Section of Delaware bar approves amendments re fee shifting and forum selection, substantially as proposed, and some other stuff

by Cydney Posner The Corporation Law Section of the Delaware Bar has approved, substantially as proposed, the amendments to the Delaware General Corporation Law  proposed by the Delaware Bar’s Corporation Law Council regarding fee-shifting and forum selection provisions in Delaware governing documents. (See this post.) Accordingly, it is anticipated that […]

/ April 9, 2015
Corporate GovernanceLitigation

Study shows benefit of forum selection bylaws

by Cydney Posner A new study from Cornerstone Research demonstrates the benefit of adopting forum selection bylaws. The study reveals that, for the first time since 2008, the majority (60%) of M&A-related litigation was filed in only one jurisdiction, a reversal of the trend that prevailed from 2009 to 2013, when […]

/ February 27, 2015