Long time readers will remember the many occasions on which I have noted my admiration for recently retired Delaware Supreme Court Justice Jack Jacobs. He is a brilliant jurist and a wonderful person, who has been unfailingly gracious towards me on many occasions. The Delaware Law Weekly has posted an interview with Justice Jacobs (HT: Pileggi), which I encourage you to go read. But here's the part that stood out for me:
Q: What can judges do to prevent shareholder lawsuits from further exploding without giving boards carte blanche to operate without any checks and balances?
A: There is no one answer to that question. The landscape at this moment may be thought of as an experimental laboratory where many different approaches are being attempted. One of those is the exclusive forum bylaw. Another is the refinement of forum non conveniens law. A third consists of efforts of judges in the different forum courts to communicate with one another, with the consent of the parties, in order to coordinate the litigation and either center it in one court or, failing that, to avoid duplicative judicial and lawyer activity. The overall objective is to control the processing of multiforum disputes, which otherwise would be oppressive to the defendant corporation being forced to defend in multiple courts all at once.
I would just add: Fee shifting bylaws!
Jacobs Addresses Delaware Corporate Law Challenges http://t.co/7GNHmbVom3 via @delawarelaw
— Francis Pileggi, Esq (@fpileggi) July 1, 2014
