about-us bylaws-and-policies 
Reynolds Holding
AUGUST 10, 2022
In this post, I discuss possible changes to customary forms of public company bylaws to address issues likely to result from the implementation of the new universal proxy rules. The changes are described in the rest of this post and reflected in the blacklined version of a form of public company bylaws contained in the Appendix.
Reynolds Holding
JUNE 28, 2022
1 the Delaware Supreme Court reiterated that Delaware courts will enforce clear and unambiguous advance notice bylaws according to their terms using ordinary contractual principles. More recently, two Court of Chancery decisions again reiterate that, as a default rule, clear and unambiguous advance notice bylaws will be enforced.
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Reynolds Holding
JULY 9, 2023
The desire to hold senior executives, especially those at failed banks, accountable is both understandable and good policy. This type of authority to take away a person’s capacity to make a living has long been narrowly crafted in relevant statutes and used by the enforcement staff only in limited and egregious circumstances.
Cooley M&A
MAY 17, 2017
Therefore, companies that receive negative recommendations based on these policies should consider the factors discussed below before making any changes, including the company’s general defensive health in light of the current activist environment. See our December 2016 client alert. in 2015 to 7.2%
Reynolds Holding
APRIL 14, 2024
Typically, these cases involve a defendant who is an employee or agent of a company undertaking a takeover, and the defendant buys stock in the target of the takeover, using information that he learned from his client, the prospective bidder. A fascinating legal soap opera is now underway following a trial just completed in California.
Harvard Corporate Governance
AUGUST 21, 2023
Generative artificial intelligence (AI) In the early months of 2023, major advances in the development and use of generative AI made headlines—including the promises and perils of the technology and its ability to create new, original content, such as text, images, and videos. Lee is a Senior Advisor at KPMG LLP. Board education.
Reynolds Holding
MAY 9, 2023
First, the rule allows voting stockholders to make their own ad hoc choice of nominees from the slates proposed by management, on one hand, and by the nominating stockholder, on the other. Second, the new rule eliminates the need for activists to mail their own proxy card. The answers will be material to stockholders asked to vote on the nominees.
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