Business Judgment Rule: What Attorneys Should Know

Oderah C. Nwaeze | Faegre Drinker Biddle & Reath LLP

Oderah C. Nwaeze is an experienced trial attorney who helps clients resolve complex corporate and commercial disputes. For over a decade, he has led or worked on matters involving shareholder rights; actions arising under Delaware General Corporation Law and Delaware common law; lawsuits stemming from mergers, acquisitions and other corporate transactions; business divorces; and breach-of-contract matters. To be specific, Oderah has experience with “books and-records” demands and litigation, actions to compel an annual meeting, stockholder appraisal litigation, derivative lawsuits, and judicial dissolution of an entity.

Renée M. Dudek | Faegre Drinker Biddle & Reath LLP

Renée Dudek is a litigator and appellate lawyer who represents clients in commercial litigation and direct appeals in federal and state courts. She has first- and second-chaired trials, frequently argues critical motions, and regularly writes case-determinative briefs.

Christian J. Clark | Faegre Drinker Biddle & Reath LLP

Christian Clark counsels clients in litigation and dispute resolution. His practice includes concentrations in financial services, and government and internal investigation.

I. Fiduciary Duties of Corporate Directors and Officers | 2:00pm – 2:40pm

II. Understanding the Business Judgment Rule and Entire Fairness Standard (Part I) | 2:40pm – 3:00pm

Break | 3:00pm – 3:10pm

III. Understanding the Business Judgment Rule and Entire Fairness Standard (Part II) | 3:10pm – 3:30pm

IV. Mitigating Conflicts of Interest in Controller Transactions | 3:30pm – 4:10pm