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Why Common Shares May Not Be Common Stock | Allen Matkins
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CA Corp Code Defines Common Stock Different from Common Share
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May A Board Give All The Corporate Assets To Charity? Thursday, May 13, 2021
Yesterday, I listed to a talk by Vice Chancellor J. Travis Laster of the Delaware Court of Chancery entitled Purpose, Power, and Fiduciary Duty: Dimensions of Delaware s Corporate Law Regime . The webinar was presented by the University of Delaware s John L. Weinberg Center for Corporate Governance. Vice Chancellor Laster took a very deferential view of a board s decisions to donate corporate assets - applying a standard of rationality, not reasonableness. Notably, he did not reference the statutory authority for corporate giving - Section 122(9) of the Delaware General Corporation Law provides that a Delaware corporation has the power to [m]ake donations for the public welfare or for charitable, scientific or educational purposes, and in time of war or other national emergency in aid thereof . He also did not apply the doctrine of corporate waste to his analysis, although he did
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