Open Access. Powered by Scholars. Published by Universities.®
Articles 1 - 3 of 3
Full-Text Articles in Law
2018 Leet Symposium: Fiduciary Duty Corporate Goals, And Shareholder Activism—Introduction, Charles R. Korsmo
2018 Leet Symposium: Fiduciary Duty Corporate Goals, And Shareholder Activism—Introduction, Charles R. Korsmo
Faculty Publications
On November 1, 2018, the Case Western Reserve University Law Review held the 2018 Leet Symposium, bringing together a group of nationally respected corporate law scholars to explore the current state of play between traditional shareholder wealth maximization and modern shareholder environmental and social activism. The Symposium also included a panel on the difficult role of in-house corporate counsel in a world where serving as a zealous advocate for the corporation may conflict with in-house counsel’s compliance function. This issue contains Articles that were presented on the occasion, together with the prepared remarks of the keynote speaker, SEC Commissioner Hester …
Lead Plaintiff Incentives In Aggregate Litigation, Charles R. Korsmo, Minor Myers
Lead Plaintiff Incentives In Aggregate Litigation, Charles R. Korsmo, Minor Myers
Faculty Publications
The lead plaintiff role holds out considerable promise in promoting the deterrence and compensation goals of aggregate litigation. The prevailing approach to compensating lead plaintiffs, however, provides no real incentive for a lead plaintiff to bring claims on behalf of a broader group. The policy challenge is to induce sophisticated parties to press claims not in their individual capacity but instead in a representative capacity, conferring a positive externality on all class members by identifying attractive claims, financing ongoing litigation, and managing the work of attorneys. We outline what an active and engaged lead plaintiff could add to the civil …
Delaware’S Retreat From Judicial Scrutiny Of Mergers, Charles R. Korsmo
Delaware’S Retreat From Judicial Scrutiny Of Mergers, Charles R. Korsmo
Faculty Publications
This Article evaluates recent dramatic developments in Delaware law surrounding merger litigation and concludes that they have gone too far in limiting the ability to challenge managerial wrongdoing in the takeover context. The past three years have seen a sea change in merger litigation, brought on by the twin earthquakes of the Delaware Supreme Court’s decision in Corwin v. KKR and the Delaware Court of Chancery’s decision in In re Trulia. Both of these decisions were inspired by a perceived crisis in merger litigation. By 2015, the percentage of economically significant deals challenged by at least one lawsuit had been …