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    Suing The CEO For Social Activism Is Likely To Be Challenging Under Nevada Law

    Yesterday's post concerned asked the question whether shareholders can sue CEOs for social activism.  The answer is of course, yes.  The more interesting question is whether shareholders will win the suit.  To answer that question, one must first...

    Nevada Corporations, officer liability, business judgment rule, CEO, NRS 78.138, other constituency statute, social activism

    Does Assertion Of Business Judgment Rule Waive Attorney-Client Privilege?

    Nevada, like California, has codified the attorney-client privilege:

    Nevada Corporations, NRS 49.095, Nevada Supreme Court, advice of counsel, attorney-client privilege, Attorney-Client Privilege/Work Product, business judgment rule, Limited, NRS 78.138, Okada, waive, Wynn Resorts

    Is It A Breach Of Fiduciary Duty To Fail Or Refuse To Conform To Delaware's Judicial Decisions Or Practices?

    The answer to this question in Nevada may soon be an unequivocal "no".  Last week, the Nevada Legislature unanimously passed SB 203 and sent it to Governor Brian Sandoval for signature.  Among other things, Section 2 of SB 203 declares:

    Nevada Corporations, nevada corporation, SB 203, Delaware precedents, NRS 78.138, SB203

    Want To File A Derivative Suit? You May Soon Be Required To Read Statutes

    I have been writing recently about SB 203, a bill that is now pending in the Nevada legislature.  As introduced, the bill would, among other things, require the following:

    Nevada Corporations, Nevada legislature, SB 203, derivative suit, exculpation, fiduciary duty, NRS 78.138, NRS 78.139, Rule 23.1, verification