Ryan A. Salem

Elimination of Statutory Barriers May Lead to New Wave of Public Benefit Corporations

Delaware Business Court Insider   |   February 24, 2021

On August 1, 2013, a new subchapter of the General Corporation Law of the State of Delaware (the “DGCL”) was added to enable Delaware for-profit corporations to be incorporated as or to become a Delaware public benefit corporation, or “PBC.”  Rather than being operated solely to maximize value for stockholders, like traditional corporations, PBCs are required…

Nasdaq Proposes New Diversity Rule Requiring Nasdaq-Listed Companies to Diversify Their Boards or Risk Delisting

Business Law Today   |   January 6, 2021

Recent events have spurred a social justice movement that has called for companies to commit to inclusion and diversity, specifically in the composition of their boards of directors.*  In light of the foregoing, on December 1, 2020, Nasdaq filed a proposal with the U.S. Securities and Exchange Commission (“SEC”) that, if approved by the SEC, would condition…

An Effort To Untangle Efforts Standards Under Delaware Law

Penn State Law Review   |   2018

In today’s business world, where contracts between corporations areheavily negotiated and contracting parties are, generally, strictly boundby the terms agreed to in those contracts, most contracting parties feelthat including standards to delineate the effort each party must put intoupholding the terms of the contract is absolutely critical. Thesestandards, known as “efforts standards,” vary and include “good…