Newsletters

Electronic Shareholder Meetings

Section 211(a)(2) of Delaware's General Corporation Law provides that the board of directors in its sole discretion may authorize stockholders and holders of proxies to participate in and vote at an annual meeting even if not physically present at the meeting. The stockholders and proxy holders may be considered present at the meeting whether the meeting is held at a particular place or virtually and "solely by means of remote communication" if:

Time Requirements for Settlement of Securities Trades

Due to the risk of volatility in the value of securities, the Securities and Exchange Commission requires that a securities transaction must be settled or completed within three business days. "T+3" is the name given to this settlement requirement.

The Duty of Directors and Officers Regarding Corporate Opportunities

The corporate opportunity doctrine provides that corporate directors and officers have an obligation not to take personal advantage of opportunities that may be to the advantage of their corporation. The doctrine follows from the duty of loyalty of directors and officers to the corporation.

Pre-Incorporation Contracts of Promoters

Persons who enter into contracts on behalf of a corporation yet to be formed are considered "promoters." Such pre-incorporation contracts raise issues regarding the rights and liabilities of the promoter and the new corporation.

Reparations for Losses Resulting from Violations of Commodities Trading Laws

(Reparations for Losses Resulting from Violations of Commodities Trading Laws)