On March 1, Jayne Juvan will serve as both facilitator and panelist at a breakout session of "Role of the Board," presented by Business Volunteers Unlimited (BVU). The expert panel will share their experiences, discuss the roles and responsibilities of nonprofit board members, and consider challenges and opportunities facing nonprofits.

By Tod Northman and Daniel Schiau

Delaware has a well-deserved reputation for being business friendly. A number of factors underlie the reputation, but one that gets too little attention is the Delaware court system’s approach to evaluating a stockholder’s request to review books and records of the corporation. Last year,…

In their article for Crain's Cleveland Business, Christopher Hewitt and Jayne Juvan discuss the importance of encouraging individuality and debate in the board room. 

On December 18, 2018, the SEC at long last adopted final rules adding new Item 407(i) to Regulation S-K requiring disclosure about a company's practices and policies regarding hedging in the company's securities by directors and employees.

The upcoming phase out of the London Interbank Offered Rate, or LIBOR, promises to cause administrative and financial burdens to market participants who do not implement a transition plan.  In this post, we examine the rationale behind LIBOR's phase-out, discuss its possible replacements, and suggest strategies for both banks and borrowers to mitigate any adverse effects.

In a follow up to a previous post on reverse veil piercing under California law, I analyze a Fourth Circuit opinion on the same topic that predicts Delaware law would also recognize this unusual remedy, which allows a judgment creditor to collect against the assets of an entity owned by the debtor.

On September 7, Jayne Juvan will speak at Business Volunteers Unlimited's (BVU) governance seminar, "Role of the Board," at Tucker Ellis LLP in Cleveland, Ohio. Jayne will join other experts to share experiences, discuss the roles and responsibilities of nonprofit board members, and consider challenges and opportunities facing nonprofits.

By Christopher Hewitt

In part one of this series, I suggested that the parties to a deal should not just settle for the trailing twelve month (TTM) average in calculating target working capital. In part two, I gave my perspective on working capital and…

In my prior posts in this series, I argued that the parties to a deal should not just settle for the trailing twelve month average in calculating target working capital and that the working capital adjustment should not be considered purchase price. In this…

This year, many companies have announced stock repurchase programs as a result of the influx, or expected influx, of cash resulting from the Tax Cuts and Jobs Act. Despite companies having completely appropriate and legitimate reasons for using their capital to repurchase stock, there are critics of corporate stock repurchase programs who question (i) whether stock repurchases are beneficial to shareholders and (ii) the underlying reasons why companies decide to repurchase their own stock. In this post, Bob Loesch explains why the criticism is unwarranted, misinformed, or in the nature of second guessing the board’s exercise of its fiduciary duties.