If corporations domiciled in Delaware are going to be affected by the wave of “going private” transactions, then Delaware courts want to make sure that they set the ground rules. In a May 9, 2007 decision in the In re Topps Company Shareholders Litigation in the Delaware Chancery Court (opinion here), Chancellor Leo Strine
Paulson’s Initiatives and U.S. Capital Market Competitiveness
On May 17, 2007, Treasury Secretary Henry M. Paulson, Jr. announced (here) his latest "initiatives…to enhance U.S. capital market competitiveness." In a Financial Times op-ed piece published the same day (here), Paulson said the purposes of the initiatives were to "ensure we preserve an efficient financial reporting system that provides reliable
More Options Backdating Lawsuit Dismissals and Settlements
In prior posts, I have tracked options backdating lawsuit dismissals (refer here) and settlements (refer here). Over the last few days, a number of additional backdating-related lawsuit dismissals and a settlement have surfaced.
Here are the dismissals:
Computer Sciences Corp.: On March 26, 2007, the United States District Court for the Central District
If Foreign IPOs Are Booming, Do We Still Need Reform?
In recent months, several blue ribbon panels, concerned about the competitiveness of the U.S. securities markets, have proposed reforming U.S. securities regulation, on the theory that the regulatory burden that has driven overseas companies to list their shares outside the U.S. As I have discussed at length previously (most recently here), there are a
Rating Agencies and the Subprime Lending Meltdown
AIG’s announcement on May 10, 2009 (here) that it was taking a $128 million charge to allow for write-downs on subprime loans issued by its savings banking division illustrates how widespread the fallout from the subprime lending collapse is, and suggests the possibility that there may be further reverberations across the business economy
Executive Pay: Grasso Wins a Round over Spitzer’s Ghost
In a partial but significant victory in the New York Supreme Court Appellate Division, former NYSE Chairman Richard Grasso may have accomplished just enough to be able to keep his infamous NYSE pay package. In April 2004, Eliot Spitzer, then New York’s Attorney General, sued Grasso to compel him to return the bulk
Thinking about D & O Claim Expense
In their perceptive and thought-provoking article, “The Missing Monitor in Corporate Governance: The Directors’ & Officers’ Liability Insurer” (here), Professors Tom Baker of Connecticut Law School and Sean Griffith of Fordham Law School, among other things, examine the consequences of the standard D & O policy feature whereby D & O insurers (by
International Affairs
It is nothing new for corporate America to have to contend with activist investors. But an activist international institutional investor, backed by a sovereign nation and burgeoning oil wealth and committed to a broadly-based social and environmental agenda, represents a different level of activist pressure. The prototype for this international institutional investor is the Norwegian
PwC Releases Its 2006 Securities Litigation Report
Adding its contribution to the previously released studies of NERA (here) and Cornerstone (here), PricewaterhouseCoopers recently released its annual report (here) regarding 2006 securities class action litigation. The PwC report is generally consistent with the other studies, but it does add a few interesting additional insights.
Perhaps most interesting
Going Private Lawsuits Surge
As the number of securities fraud lawsuits has declined (refer here), an alternative means that plaintiffs lawyers are finding to amuse and enrich themselves are lawsuits filed in connection with “going private” transactions. An April 24, 2007 National Law Journal article entitled “New Legal Battles Over Going Private” (here) takes a look