Legal Challenges To Exclusive Forum Bylaw Provisions

Law360, New York (April 12, 2012, 1:30 PM EDT) -- A recent wave of lawsuits is challenging what had been a growing trend of Delaware corporations to include exclusive forum provisions in their bylaws. These provisions generally require that, unless the corporation agrees otherwise, the Delaware Court of Chancery be the sole and exclusive forum for the following types of claims brought by, against or on behalf of the corporation: (1) derivative actions, (2) claims asserting a breach of fiduciary duty, (3) claims arising pursuant to the Delaware General Corporation Law and/or (4) claims governed by...
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