Mark Wood, head of the Securities practice, spoke with Compliance Week on a recent decision by the Delaware Chancery Court that will allow companies to determine where shareholders can bring certain lawsuits. While companies have historically adopted forum selection clauses as a means to reduce the cost and uncertainty of litigating outside of Delaware—widely recognized as the preeminent forum for resolving corporate governance disputes—it was legally unclear if they had the authority to do so. The Delaware decision clarifies for companies the exact scope of a board’s authority to adopt such clauses. As Mark explains, “To some extent, this case clears the way for companies to more seriously consider putting those kinds of provisions in their bylaws.” ("Delaware Chancery Court Upholds Forum Selection Bylaws," August 6, 2013)
Chicago
