Sentences with phrase «directors as fiduciaries»

And yet we expect these directors as fiduciaries to oversee shareholder investments and the company's best interests.

Perhaps we should require more of directors as fiduciaries.

Not exact matches

A board of directors, acting as steward with fiduciary duties to a company's shareholders, generally has significant duties of loyalty and care in overseeing management and the strategic direction of the company.

Indeed, it states that the»... idea of a strictly «fiduciary» duty to avoid tax is wholly misconceived... [and]... It is not possible to construe a director's statutory duty to promote the success of the company [undersection 172 of the Companies Act 2006] as constituting a positive duty to avoid tax.»

CFA and Americans for Financial Reform released a report on Wednesday, written by Hauptman and Barbara Roper, CFA's director of investor protection, which scrutinizes how brokerage firms and insurance companies market their services on their website and «contrasts the practices they use to attract customers with those they use when resisting regulation as fiduciary advisors.»

Others understand the beneficiary of directors» and officers» fiduciary duties to be the corporation itself (as distinct from the corporation's shareholders) and see this as underwriting the stakeholder view of the corporation — the idea that the corporation should be managed in the interests of all of its stakeholders.

As earlier reported, Gannett's cause also got a boost when a shareholder filed suit alleging that Ferro and the directors had breached their fiduciary duty issuing new shares and selling a 13 percent stake to Dr. Patrick Soon - Shiong two weeks ago.

This right of action does not represent a separate category of director liabilities, but start - up founders should be sensitive to the remedy's availability as a tool for stakeholders to make allegations of breaches of fiduciary duties and duties of care.

As mentioned above, Delaware courts have not directly addressed the extent to which restrictions agreed between parties to a merger agreement that limit a target board's ability to change its recommendation are inconsistent with directors» fiduciary duties.

It is the duty of the Board of Directors to serve as a prudent fiduciary for shareholders and to oversee the management of our business.

Ravitch, who served as MTA chairman from 1979 and 1983, noted that a law passed when he was elevated to the LG's post by former Gov. David Paterson states that directors of public authorities have fiduciary responsibilities to that authority.

The board of directors of Las Vegas - based Wynn Resorts is facing mounting lawsuits from shareholders — including the NYS pension fund — who allege they breached their fiduciary duties when they ignored what has been described as a longstanding pattern of sexual abuse and harassment by the company's founder, Steve Wynn.

The comptroller's office on Monday announced what is known as a derivative lawsuit that allows shareholders to file legal actions on the behalf of a corporation when its officers or directors have failed to meet their required fiduciary responsibilities.

We believe the Avigen Board is not only willing to sacrifice and squander shareholder money but, in the process, its members are making a mockery of their obligations to fulfill their fiduciary duties as directors of the Company.

A business can insure the individuals who act as fiduciaries of a qualified retirement plan, such as the company's directors, officers, employees and other natural person trustees.

Under these circumstances, it is the fiduciary responsibility of the company's directors as well as of the trustees of its controlling shareholder to act in the interest of those who rely upon them to assure the competent management of Dover Motorsports.

Let me frame this by pointing out that in the current (partly) capitalist free - market system descended from the winner of the Cold War, judgements of necessity of actions by corporations are generally made (at the top) by the CEO and / or Board of Directors, acting in a fiduciary capacity as regulated by various governmental entities.

As a result, Nau's board of directors exercised its fiduciary responsibility and voted to begin winding down the business,» according to their press release.

Mr. Kohanski formerly acted as a director of that association.27 The association claimed that he had breached his fiduciary duty and had committed the tort of conspiracy.

Offshore courts keen to protect their local financial services industries may well be willing to uphold such measures (as was the case in Emerald Bay Worldwide v Barclays Wealth Directors — where the Guernsey Court of Appeal allowed nominee directors to rely on an indemnity, notwithstanding their breaches of fiduciaDirectors — where the Guernsey Court of Appeal allowed nominee directors to rely on an indemnity, notwithstanding their breaches of fiduciadirectors to rely on an indemnity, notwithstanding their breaches of fiduciary duty).

May a corporate lawyer and his law firm be sued in Delaware as to claims arising out of their actions in providing advice and services to a Delaware public corporation, its directors, and its managers regarding matters of Delaware corporate law when the lawyer and law firm: i) prepared and delivered to Delaware for filing a certificate amendment under challenge in the lawsuit; ii) advertise themselves as being able to provide coast - to - coast legal services and as experts in matters of corporate governance; iii) provided legal advice on a range of Delaware law matters at issue in the lawsuit; iv) undertook to direct the defense of the lawsuit; and v) face well - pled allegations of having aided and abetted the top managers of the corporation in breaching their fiduciary duties by entrenching and enriching themselves at the expense of the corporation and its public stockholders?

John is also regularly instructed to appear in analogous cases in the High Court and County Court such as claims in which a purchaser seeks to enforce post-contractual restrictions against a vendor of a business; claims to enforce duties of confidentiality; claims in which a company to enforce a former director's fiduciary duties; and claims under the Commercial Agents (Council Directive) Regulations 1993.

In her current role as Director, Fiduciary Services at Scotiatrust, Elaine is responsible for the positioning of all personal trust services.

Benefit from experienced practitioners that have distinguished themselves in important landmark cases on issues such as financial assistance, minority oppression, breach of directors» fiduciary duties, breach of warranties and share buy out valuation.

However, Patten LJ reasoned as follows: «A director can not be a class 1 fiduciary for the purposes of LA 1980 section 21 (3) but not for the purposes of section 21 (1) and for the same reason I do not see how it is possible to treat a director differently as between section 21 (1)(a) and section 21 (1)(b)».

Richard also often appears on behalf of directors and officers in derivative suits alleging breaches of fiduciary duty and as counsel for Special Litigation Committees.

It was therefore held that, as the director was involved in fraudulent breach of his fiduciary duties, section 21 (1)(a) was engaged and that he could not rely on the limitation period defence.

Andrew has previously served as an Executive Director and General Counsel of another independent fiduciary company based in Guernsey.

We represent debtors, creditors and other significant restructuring participants — across all industries — in all types of restructuring and insolvency related litigation, such as contested plan confirmation hearings, adversary proceedings, fiduciary duty / director and officer (D&O) cases, and fraudulent transfer and avoidance litigation.

She has particular expertise in conspiracy and economic tort claims, claims involving breaches of directors» and fiduciary duties and duties of confidence, as well as in bonus and other contractual disputes, including those with an international element and those relating to LLPs.

Some of the additional terms offered are various synonyms or related concepts such as officer, board, agent (for the director concept) or obligation, fiduciary relationship or trustee (for the fiduciary concept).

[5] The Court of Appeal held that a contractual provision that excluded a director's breach of fiduciary duties as a ground for termination would «eviscerate the prohibition found in s. 134 (3).»

The Court of Appeal upheld the trial judge's findings that McGoey, who was both CEO and director at UBS and Look, breached his fiduciary duties owed to UBS and its shareholders and held he was not entitled to receive millions in enhanced severance as a result of his wrongful conduct.

Corporate lawyers in the Los Angeles office also regularly advise trustees and directors of investment funds such as banks, thrift institutions, trust companies, investment advisers, broker - dealers and other institutional investment managers regarding their fiduciary duties under ERISA and state fiduciary statutes.

The directors who sit on the Condo Board not only take on the additional duties of attending meetings, gathering information needed for an informed decision, and dealing with fellow Condo owners, they also set themselves up under Florida law to meet the highest standard of conduct: Condo Board owners act as «fiduciaries» to all unit owners.

At the National Council of Real Estate Investment Fiduciaries (NCREIF), where he was director of real estate, Chuck expanded the association's product lines with new indices and developed public outreach as well as market education programs.