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In Re Walt Disney Co. Derivative Litigation
''In re Walt Disney Derivative Litigation'', 907 A 2d 693 (2005) is a U.S. corporate law case concerning the scope of the duty of care under Delaware law. ''Disney'' is the leading case on executive compensation. Background The factual history The Walt Disney Company appointed Michael Ovitz as executive president and director in 1995. He had founded Creative Artists Agency, a premier Hollywood talent finder. He had an income of $20m. Michael Eisner, the chairman, wanted him to join Disney in 1995, and negotiated with him on compensation, led by Disney compensation committee chair Irwin Russell. The other members of the committee and the board were not told until the negotiations were well underway. Ovitz insisted on having his pay go up if things went well, and having an exit package in case things did not. It totaled about $24 million a year. Irwin Russell cautioned that the pay was significantly above normal levels and 'will raise very strong criticism. Graef Crystal, a co ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Delaware Chancery Court
The Delaware Court of Chancery is a court of equity in the U.S. state of Delaware. It is one of Delaware's three constitutional courts, along with the Delaware Supreme Court, Supreme Court and Delaware Superior Court, Superior Court. Since 2018, the court consists of seven judges. The court is known for being a hub for Corporate law, corporate governance litigation in the United States, as two-thirds of Fortune 500, ''Fortune'' 500 companies are incorporated in Delaware. It is among the preeminent business courts in the world. Connection to corporate law Many companies prefer to Incorporation (business), incorporate in Delaware because of the state's corporate-friendly tax system and the Court's historical expertise in business litigation. The Court's judges tend to be longtime members of the Delaware State Bar Association who have spent their careers doing corporate litigation. Because of the extensive experience of the Delaware courts, Delaware has a more well-developed bod ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Cinema Of The United States
The cinema of the United States, primarily associated with major film studios collectively referred to as Hollywood, has significantly influenced the global film industry since the early 20th century. Classical Hollywood cinema, a filmmaking style developed in the 1910s, continues to shape many American films today. While French filmmakers Auguste and Louis Lumière are often credited with modern cinema's origins, American filmmaking quickly rose to global dominance. As of 2017, more than 600 English-language films were released annually in the U.S., making it the fourth-largest producer of films, trailing only India, Japan, and China. Although the United Kingdom, Canada, Australia, and New Zealand also produce English-language films, they are not directly part of the Hollywood system. Due to this global reach, Hollywood is frequently regarded as a transnational cinema with some films released in multiple language versions, such as Spanish and French. Contemporary Hollyw ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Business Judgment Rule
The business judgment rule is a case-law-derived doctrine in corporations law that courts defer to the business judgment of corporate executives. It is rooted in the principle that the "directors of a corporation ... are clothed with hepresumption, which the law accords to them, of being otivatedin their conduct by a bona fides regard for the interests of the corporation whose affairs the stockholders have committed to their charge."''Gimbel v. Signal Cos.'', 316 A.2d 599, 608 (Del. Ch. 1974). The rule exists in some form in most common law countries, including the United States, Canada, England and Wales, and Australia. To challenge the actions of a corporation's board of directors, a plaintiff assumes "the burden of providing evidence that directors, in reaching their challenged decision, breached any one of the triads of their fiduciary duty — good faith, loyalty, or due care." Failing to do so, a plaintiff "is not entitled to any remedy unless the transaction constitut ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Fiduciary Duties
A fiduciary is a person who holds a legal or ethical relationship of trust with one or more other parties (legal person or group of persons). Typically, a fiduciary prudently takes care of money or other assets for another person. One party, for example, a corporate trust company or the trust department of a bank, acts in a fiduciary capacity to another party, who, for example, has entrusted funds to the fiduciary for safekeeping or investment. Likewise, financial advisers, financial planners, and asset managers, including managers of pension plans, endowments, and other tax-exempt assets, are considered fiduciaries under applicable statutes and laws. In a fiduciary relationship, one person, in a position of vulnerability, justifiably vests confidence, good faith, reliance, and trust in another whose aid, advice, or protection is sought in some matter... In such a relation, good conscience requires the fiduciary to act at all times for the sole benefit and interest of the one who ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Chancellor Chandler
William Burton Chandler III is a former judge in the U.S. state of Delaware. He served as a resident judge on the Delaware Superior Court and as a Vice Chancellor and then Chancellor on the Delaware Court of Chancery. Chandler received his undergraduate degree from the University of Delaware and his law degrees from the University of South Carolina School of Law and the Yale Law School. He was an associate with Morris, Nichols, Arsht & Tunnell and served as Legal Counsel to former Governor Pete duPont. Chandler taught commercial law, legislative process, and remedies for two years at the University of Alabama School of Law. He is a member of the American Law Institute and the Delaware Bar Association. He served as Resident Judge of the Delaware Superior Court from 1985 to 1989. He was then appointed Vice Chancellor of the Delaware Court of Chancery in 1989 and Chancellor in 1997. On June 17, 2011, he retired as Chancellor and became a partner of the law firm of Wilson Sonsin ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Business Law Review
The ''Florida State University Business Review'' (or the ''Business Review'') is a student-run law review published at the Florida State University College of Law. The ''Business Review'' mission is: "Providing a scholarly forum for contemporary legal discourse and to address the issues and concerns transforming the business law community." The ''Business Review'' publishes in its annual volume articles by academics and practitioners, as well as notes written by second- and third-year law students. History Founded in 2000, the ''Business Review'' published its first issue in the summer of 2001. The Business Review was founded by then-third year law students Kenneth Hamner, Amy Avalos, and Brian Barnett. The inaugural issues were funded by a grant through the FSU College of Graduate Students. Although the journal's current and original title is officially the ''Florida State University Business Review'', between 2005 and 2007 the journal was titled the ''Business Law Review''. A ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
WorldCom Scandal
The WorldCom scandal was a major accounting scandal that came into light in the summer of 2002 at WorldCom, the USA's second-largest long-distance telephone company at the time. From 1999 to 2002, senior executives at WorldCom, led by founder and CEO Bernard Ebbers, orchestrated a scheme to inflate earnings to maintain WorldCom's stock price. The fraud was uncovered in June 2002 when the company's internal audit unit, led by unit vice president Cynthia Cooper, discovered over $3.8 billion of fraudulent balance sheet entries. Eventually, WorldCom was forced to admit that it had overstated its assets by over $11 billion. At the time, it was the largest accounting fraud in American history. About a year later, the company went bankrupt. Background In December 2000, WorldCom financial analyst Kim Emigh was told to allocate labor for capital projects in WorldCom's network systems division as capital expenditure rather than operating costs. By Emigh's estimate, the order would have affe ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Enron Scandal
The Enron scandal was an accounting scandal sparked by American energy company Enron, Enron Corporation filing for bankruptcy after news of widespread internal fraud became public in October 2001, which led to the dissolution of its accounting firm, Arthur Andersen, previously one of the Big Four auditors, five largest in the world. The Bankruptcy in the United States#Largest bankruptcies, largest bankruptcy reorganization in U.S. history at that time, Enron was cited as the biggest audit failure. Enron was formed in 1985 by Kenneth Lay after merging Houston Natural Gas and InterNorth. Several years later, when Jeffrey Skilling was hired, Lay developed a staff of executives that – by the use of accounting loopholes, the misuse of mark-to-market accounting, special purpose entity, special purpose entities, and poor financial reporting – were able to hide billions of dollars in debt from failed deals and projects. Chief Financial Officer Andrew Fastow and other executives misl ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Derivative Suit
A shareholder derivative suit is a lawsuit brought by a shareholder on behalf of a corporation against a third party. Often, the third party is an insider of the corporation, such as an executive officer or director. Shareholder derivative suits are unique because under traditional corporation, corporate law, management is responsible for bringing and defending the corporation against suit. Shareholder derivative suits permit a shareholder to initiate a suit when management has failed to do so. To enable a diversity of management approaches to risks and reinforce the most common forms of corporate rules with a high degree of permissible management power, many jurisdictions have implemented minimum thresholds and grounds (procedural and substantive) to such suits. Purpose and difficulties Under traditional corporate business law, shareholders are the owners of a corporation. However, they are not empowered to control the day-to-day operations of the corporation. Instead, shareholders ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Ignacio E
Ignacio is a male Spanish name originating in the Latin name "Ignatius" from ''ignis'' "fire". This was the name of several saints, including the third bishop of Antioch (who was thrown to wild beasts by emperor Trajan) and Saint Ignatius of Loyola. Variants include the archaic Iñacio, the Italian Ignazio, the German Ignatz, the Catalan Ignasi, the Basque Iñaki, Iñigo, Eneko, and the hypocorisms Nacho/Natxo, Iggy, and Iggie. Ignacio can refer to: People * Ignacio Chávez (other) * Ignacio González (other) * Ignacio López (other) * Ignacio Rodríguez (other) ; Arts and entertainment * Ignacio Aldecoa, 20th-century Spanish author * Ignacio Berroa, 20th-21st-century Cuban jazz drummer * Ignacio Cervantes Kawanagh, 19th-20th-century Cuban virtuoso pianist and composer * Ignacio Figueredo, 20th-century Venezuelan folk musician * Ignacio Merino, 19th-century Peruvian painter * Ignacio Piñeiro Martínez, 19th-20th-century black Cub ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Sidney Poitier
Sidney Poitier ( ; February 20, 1927 – January 6, 2022) was a Bahamian-American actor, film director, activist, and diplomat. In 1964, he was the first black actor and first Bahamian to win the Academy Award for Best Actor. Among his other accolades are two competitive Golden Globe Awards, a British Academy Film Awards, BAFTA Award and a Grammy Awards, Grammy Award, in addition to nominations for two Emmy Awards and a Tony Awards, Tony Award. In 1999, he was ranked among the "AFI's 100 Years...100 Stars, American Film Institute's 100 Stars". Poitier was one of the last surviving stars from the Golden Age of Hollywood. Poitier's family lived in the Bahamas, then still a Crown colony, but he was born in Miami, Florida, while they were visiting, which granted him U.S. citizenship. He grew up in the Bahamas, but moved to Miami at age 15, and to New York City when he was 16. He joined the American Negro Theatre, gaining his breakthrough film role as a high school student in t ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Raymond Watson
Raymond "Ray" L. Watson (October 4, 1926 – October 20, 2012) was the former president of the Irvine Company, and served as chief planner during the 1960s and 1970s. He was also chairman of Walt Disney Productions from 1983 to 1984, and served on the Disney board from 1972 until March 2004. Early life and education Raymond L. Watson was born in Seattle, Washington (state), Washington on October 4, 1926, to Olive Lorentzon, a Norwegian schoolteacher, and Leslie Watson, a Scotch-Irish Americans, Scots-Irish carpenter. They lived in Greenwood, Seattle, Greenwood, a low-lying Seattle suburb. While celebrating his sister Doris's third birthday, his mother suffered a stroke and fell into a coma, dying three months later aged 33. Her death and the Great Depression created a "period of instability" within the Watson family as they became dependent on relatives while his father looked for work, eventually getting a job constructing state park buildings in Oakland, California. After moving ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
