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Corporate boards are subject to a duty of oversight, as part of their duty of loyalty to their company. As outlined by Delaware’s famously stringent Caremark standard, pleading a...
Those with ownership stakes in privately held businesses, partnerships, or family offices need to closely collaborate with and trust others. When disagreements and disputes over rights and responsibilities arise, individual emotions and personalities can complicate matters.
Wednesday, June 23, 2021 During a recent discussion hosted virtually by Mintz, corporate attorney and former CEO Benjamin Stone invited Professor Christopher Marquis of the Cornell University SC Johnson College of Business to discuss his new book, Better Business: How the B Corp Movement Is Remaking Capitalism, and provide an overview of the emerging concepts and trends that are rapidly reshaping the social innovation landscape. Drawing upon professional experience and academic research, Stone and Marquis brought clarity to the often dizzying array of new buzzwords that have surfa...
Under Delaware law, limited liability company agreements are interpreted like other contracts; they are read as a whole in light of the commercial context, in a manner that gives effect to and harmonizes all of their terms. In this expedited control dispute, the Court of Chancery applied those canons to consider whether certain of the plaintiff’s purchases of units from other members complied with transfer restrictions. Specifically, under the LLC operating agreement for an ethanol and biodiesel production facility owned by local Illinois farmers, the plaintiff Pearl City Elevator held fift...
To embed, copy and paste the code into your website or blog: This case arises from an insurance coverage dispute between an insured and multiple insurance providers in a policy tower for defense fees and settlement costs from two securities class action lawsuits. In the Complex Commercial Litigation Division of the Superior Court, the insurers argued that they were not obligated to reimburse losses arising from the two securities lawsuits because of, inter alia, an exclusion regarding the “relatedness” of Wrongful Acts. Under Delaware law, the exception to coverage because of the “rela...