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Activist Investor Board Recruiting De-Mystified

Harvard Corporate Governance

Posted by Patricia Lenkov, Agility Executive Search, on Wednesday, January 10, 2024 Editor's Note: Patricia Lenkov is Founder and President at Agility Executive Search. Related research from the Program on Corporate Governance includes The Long-Term Effects of Hedge Fund Activism (discussed on the Forum here ) by Lucian A. Strine, Jr.

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Delaware Chancery’s Moelis II Decision Provides Cautionary Tale for Boards and Activists

Harvard Corporate Governance

Key Points In West Palm Beach Firefighters’ Pension Fund v. 23, 2024) (“ Moelis II ”), the Delaware Court of Chancery held that a number of provisions in a Stockholder Agreement between a company and its founder were facially invalid, as they unlawfully constrained the board’s discretion in violation of DGCL § 141(a).

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Chancery Rejects Validity of “New Wave” Stockholder Agreement Terms

Harvard Corporate Governance

Summary Founders and controlling stockholders often seek to retain control over their companies even after taking them public, typically via high-vote share classes or, as was at issue in this case, via stockholder agreements granting the pre-IPO owners broad governance rights. In West Palm Beach Firefighters’ Pension Fund v.

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Superdry co-founder in talks to buy back ailing fashion retailer

The Guardian M&A

Julian Dunkerton in discussions with potential partners to fund cash offer as company considers store closures ‘We’re in a bumpy part of the ride’ – Superdry founder on fashion’s ups and downs The co-founder and boss of Superdry is hoping to buy back the struggling fashion brand as it considers store closures after a slump in sales.

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The Founder’s Guide to Equity Dilution

Lighter Capital

A startup founder begins the entrepreneurial journey owning 100% of the company, or a split of that if there are co-founders in the mix. Equity dilution occurs when new shares in a company are issued to individuals or entities. Typical Founder Dilution by Funding Round III. How Equity Dilution Works II.

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Looking Behind the Curtain: Corporate due diligence of political spending essential to protect companies from growing risks

Harvard Corporate Governance

Freed is President and co-founder, and Karl J. As the 2024 election cycle begins in earnest, companies must act on their fiduciary responsibility to more closely monitor their political spending and the accompanying risks. Sandstrom is Strategic Advisor, at the Center for Political Accountability.

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It’s Time to Call a Truce in the Red State/Blue State ESG Culture War

Harvard Corporate Governance

Eccles (Oxford University) and Eli Lehrer (R Street Institute) , on Monday, May 29, 2023 Editor's Note: Robert Eccles is Visiting Professor of Management Practice at Oxford University Said Business School and Eli Lehrer is the co-founder and President of the R Street Institute. This post is based on their recent piece.