Contact the author:
Matthew H. McKinney, Esq.
BrownWinick Law Firm
Ruan Center, Suite 2000
Des Moines, IA 50309
mckinney@brownwinick.com
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Tag Archives: Board of directors
PART I – A Director’s Fiduciary Duty to Question and Disclose Information?
PART I – 2013 Changes to the Iowa Business Corporation Act. This post is the first in a series of posts that will address several changes to the Iowa Business Corporation Act (Iowa Code Chapter 490) as approved by the … Continue reading
Posted in Business Owner, Director, Intra-corporate dispute, Litigation, Manager, Member, New Law, Officer, Partners, Partnership, Shareholder
Tagged Board of directors, Business Dispute, Business Divorce, corporate dispute, Director Duties, director liability, director personal liability, Duty to Disclose, Duty to Question, Fiduciary Duties, Fiduciary Duties in a Corporation, Iowa Attorney, Iowa Business Law, Iowa Corporate Law, Iowa Directors, Iowa Law, Iowa Lawyer, Shareholder Dispute
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Does the Lack of a Succession Plan Constitute a Breach of Fiduciary Duty?
On June 21, 2012, in response to Plaintiff alleging HP’s Board of Directors breached their fiduciary duties to the company and its shareholders by failing to implement a succession plan, the Delaware Court of Chancery explained that it is “not … Continue reading
Posted in Business Owner, Director, Intra-corporate dispute, Litigation, Manager, Member, New Law, Officer, Partners, Partnership, Shareholder
Tagged Board of directors, Breach of Fiduciary Duties, Derivative Claim, Derivative Litigation, director liability, Intra-corporate dispute, Iowa Business Law, Iowa Corporate Law, Iowa Directors, Iowa Intra-corporate disputes, Iowa litigation, Succession Plan
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Personal Liability Protections Afforded to Directors of Iowa Corporations
Iowa law enables Iowa corporations to extend important personal liability protections to their directors. Specifically, Iowa Code Section 490.202(2)(d) permits corporations to protect directors from personal liability for the directors’ actions and/or omission taken in their capacity as board members.
Posted in Business Owner, Director, Intra-corporate dispute, Litigation
Tagged Board of directors, Board of Directors Protections, director liability, director personal liability, eliminate director liability, Iowa Corporate Law, Iowa Corporate Litigation, Iowa litigation, Iowa Personal Liability, Limit director liability, protection for board members
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A Director’s Duty to Remain Silent
Protecting confidential and non-public information In the criminal world you may have a right to remain silent, but if you are a director in a corporation you have a duty to remain silent. As outlined here, directors of a corporation … Continue reading
Advancement / Reimbursement of Legal Expenses
The Costs of Legal Proceedings That All Corporate Officers, Directors, and Corporate Counsel Should Consider Arizona law provides several unique protections to directors and officers. Included among these protections is the ability for an officer/director to receive reimbursements and advances … Continue reading
Posted in Business Owner, Litigation, Shareholder
Tagged advance legal expenses, Arizona law, Board of directors, corporate counsel, Court Costs, Court Expenses, directors, employees, Indemnification, Indemnify, Legal Costs, Legal Expenses, Litigation Costs, Litigation Expenses, officers, reimbursement of legal expenses
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