Upcoming Events
Webinar | Board Minutes in Sixty Minutes: Recommended Practices and Insights
October 24, 2024 12:00 pm – 1:00 pm Webinar – Virtual
Please join us for this program that will explore the evolving and challenging issues associated with Board minutes, emphasizing practical advice for boards, management, corporate secretaries, and their advisors. Board minutes are an important part of a corporation’s internal recordkeeping. They have also become important in corporate and securities litigation, with plaintiffs’ counsel using books and records requests in connection with their lawsuits. The panel members will discuss the purposes of board minutes; and recommendations related to board minutes, such as developing processes for documenting, good recordkeeping, timing, risks, recording of board meetings, and how to avoid pitfalls. Also, developments in Delaware cases impacting board minutes will be discussed. Plaintiffs’ and defense counsel on the panel will provide their insights, including their perspective on board minutes, the impact of litigation and the use of book and records requests.
The participants are:
- Mary Francis, Corporate Secretary and Chief Governance Officer, Chevron Corporation, Moderator
- Joel Fleming, Partner, Equity Litigation Group LLP
- Margaret (Peggy) Foran, Chief Governance Officer, Senior Vice President and Corporate Secretary, Prudential Financial, Inc.
- Blake Rohrbacher, Director, Richards Layton & Finger
- Lawrence A. Cunningham, Director, John L. Weinberg Center for Corporate Governance, Host
This Weinberg Center panel will provide attendees with useful insights and practical takeaways.
To register, visit this webpage.
Upcoming Events
Lessons from the Front Lines
November 7, 2024
12:00 pm – 1:30 pm
Webinar – Virtual
This webinar will address common legal issues and questions that parties, including acquirors/targets, directors, counsel, and financial advisors, encounter in mergers & acquisitions, as well as the impact of recent developments in Delaware and other relevant case law. Some of the topics to be covered include, among other things: considerations when selecting legal and financial advisors, when do Revlon duties apply, what does it mean for a seller to select a value maximizing offer, how does a buyer’s stock as consideration complicate matters, what work does a Board need to do in order to obtain fairness opinion, what to do if a potential deal leaks, common issues between the signing and closing of a transaction, changes to standard of practice requires based on recent Delaware decisions. Considerations. The participants will also address some more thorny legal issues that arise in complex M&A situations, including transactions involving controlling stockholders, and responding to unsolicited offers and under what circumstances can the target just say NO. The participants will focus on board-level and practical considerations and takeaways in these challenging scenarios.
The participants are:
- Elina Tetelbaum, Partner, Wachtell, Lipton, Rosen & Katz, Moderator
- Eddie Dixon, former Senior Vice President, Chief Legal Officer and Secretary, National Instruments Corporation
- Nicole Martinet, former General Counsel and Corporate Secretary, PDC Energy, Inc.
- Shawn Liu, Managing Director, BOFA Securities, Inc.
- Andrea Rose, Partner, Joele Frank, Wilkinson Brimmer Katcher
- Lawrence A. Cunningham, Director, John L. Weinberg Center for Corporate Governance, Host
Registration and other information will be forthcoming.
Upcoming Events
Fourth Annual ESG Program
February 13, 2025
Time: 2:00 pm – 5:00 pm
Location: Clayton Hall, University of Delaware, Newark, DE
Reception to follow
Save the date for the fourth annual ESG program.
More information on this event will be forthcoming. For any questions, please contact Louisa Cresson at lcresson@udel.edu.
Upcoming Events
2025 Corporate Governance Symposium
March 14, 2025
Time: All day
Location: Clayton Hall, University of Delaware, Newark DE
John L. Weinberg/IRRCi Research Paper Competition
The John L. Weinberg Center for Corporate Governance and the Department of Finance at the Lerner College of Business and Economics at the University of Delaware will host the 2025 annual Corporate Governance Symposium on March 14, 2025. The winners of the 2025 John L. Weinberg/IRRCi $10,000 Research Paper Award competition will be announced during the program.
More information will be forthcoming.
