Staying in the Delaware Corporate Governance Lane: Fee Shifting Bylaws and a Legislative Reaffirmation of the Rules of the Road

The Delaware legislature has taken steps towards the adoption of amendments to the Delaware General Corporation Law (DGCL) that would prohibit fee shifting provisions in the articles and bylaws. The language in the legislative proposal, however, addresses fee shifting provisions only in the context of "internal corporate claims." Some have raised concerns that this language would allow for fee shifting provisions that applied to other types of actions, including at least some cases brought under the securities laws. This piece suggests that in fact the Delaware General Corporation Law already prohibits the adoption of bylaws and certificate provisions that apply to causes of action unrelated to internal corporate claims. As a result, there was no reason for the Delaware legislature to expressly bar fee shifting provisions in these types of actions.

Rules of the road training investigation : final report /

Prepared for U.S. Coast Guard, Office of Research and Development.

Bicycle and pedestrian rules of the road.

Title from cover.

Illinois bicycle rules of the road.

Vols. for <1973>- : 16 cm.

Illinois rules of the road : non-CDL vehicles /

"September 2011"--Colophon.

Rules of the road.

Latest issue consulted: Apr.-Aug. 1975.

Rules of the road for second division vehicles.

Mode of access: Internet.

Rules of the road /

Title varies; some issues have Spanish titles.

Rules of the road.

Description based on: 1977; title from cover.

Rules of the road /

Title varies; some issues have German titles.

Rules of the road review course : student workbook.

Cover title.

Rules of the road review course : student workbook.

Cover title.

Rules of the road for second division vehicles.

Title from cover.

Rules of the road.

Cover title.