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  2. Smith v. Van Gorkom - Wikipedia

    en.wikipedia.org/wiki/Smith_v._Van_Gorkom

    Such liability provides a strong disincentive for the best potential directors to serve on the board, and one would expect such a disincentive to result in worse corporate governance. The decision has also been derided as the "Investment Banker's Relief Act of 1985" because of all the business it has generated for investment bankers from boards ...

  3. Business judgment rule - Wikipedia

    en.wikipedia.org/wiki/Business_judgment_rule

    The business judgment rule is a case-law-derived doctrine in corporations law that courts defer to the business judgment of corporate executives. It is rooted in the principle that the "directors of a corporation ... are clothed with [the] presumption, which the law accords to them, of being [motivated] in their conduct by a bona fides regard for the interests of the corporation whose affairs ...

  4. Directors and officers liability insurance - Wikipedia

    en.wikipedia.org/wiki/Directors_and_officers...

    Directors and officers liability insurance (also written directors' and officers' liability insurance; [1] often called D&O) is liability insurance payable to the directors and officers of a company, or to the organization itself, as indemnification (reimbursement) for losses or advancement of defense costs in the event an insured suffers such a loss as a result of a legal action brought for ...

  5. Former Bitwise directors sue ex-CEOs and president, citing ...

    www.aol.com/former-bitwise-directors-sue-ex...

    Two former members of the Bitwise Industries board of directors are again accusing the failed technology company’s ex-CEOs of bilking them, as well as other investors, in a “fraudulent scheme ...

  6. Fraud Files: Koss Corp. Sues Its Auditor for Failing to ... - AOL

    www.aol.com/news/2010-06-25-koss-sues-auditor...

    You knew it was coming. Koss Corporation has sued its auditors Grant Thornton for failing to find the alleged $31 million fraud perpetrated by the company's VP of Finance over at least five years.

  7. In re Caremark International Inc. Derivative Litigation

    en.wikipedia.org/wiki/In_re_Caremark...

    A director's obligation includes a duty to attempt in good faith to assure that a corporate information and reporting system, which the board concludes is adequate, exists, and that failure to do so under some circumstances may, in theory at least, render a director liable for losses.

  8. Hogg v Cramphorn Ltd - Wikipedia

    en.wikipedia.org/wiki/Hogg_v_Cramphorn_Ltd

    Mr Baxter approached the board of directors of Cramphorn Ltd. to make a takeover offer for the company. The directors (including Colonel Cramphorn who was managing director and chairman) believed that the takeover would be bad for the company, so they issued 5707 shares with ten votes each to the trustees of the employee’s welfare scheme (Cramphorn, an employee and the auditor).

  9. Goya board of directors censures CEO for election fraud claims

    www.aol.com/goya-board-directors-censures-ceo...

    View Article The post Goya board of directors censures CEO for election fraud claims appeared first on TheGrio. The board of directors of Goya Foods has censured Robert Unanue, the company’s ...