Andrew Gray

Jun 3, 2024 | mondaq.com | Yaletown Partners |Stephen Neil |Konata T. Lake |Andrew Gray

It is common for private equity sponsors to obtain board nomination rights that are commensurate with their level of investment in a given business. Board nomination rights provide the nominating shareholder with an ability to effectively monitor and, in some cases, control their investment by nominating directors whom they believe represent their interests.

May 30, 2024 | lexology.com | Andrew Gray

Board leadership of complex organizations is always challenging. Setting strategy, engaging with stakeholders, supervising management and overseeing operational and legal risks are all highly demanding responsibilities. Executing on those responsibilities amid change is especially challenging, and especially important. Good governance practices will help a company succeed financially, attract and protect investors, and will lead to a sustainable and resilient business.

May 30, 2024 | lexology.com | Andrew Gray

Climate change is one of the most important challenges facing society, the economy, and individual businesses. Two recent high-profile shareholder litigation cases have highlighted fundamental issues for corporate directors in their oversight of climate change risk management, raising key questions that have wide-ranging implications for businesses and beyond. First, who is responsible for managing climate change risk and setting corporate policy: shareholders or the board?

May 30, 2024 | lexology.com | Stephen Neil |Konata T. Lake |Andrew Gray

It is common for private equity sponsors to obtain board nomination rights that are commensurate with their level of investment in a given business. Board nomination rights provide the nominating shareholder with an ability to effectively monitor and, in some cases, control their investment by nominating directors whom they believe represent their interests.

May 3, 2024 | mondaq.com | Andrew Gray |Glen Johnson

In Macquarie Infrastructure Corp. v. Moab Partners1, the U.S. Supreme Court recently resolved a split among U.S. Circuit Courts of Appeal when it unanimously held that “[s]ilence absent a duty to disclose, is not misleading under Rule 10b–5”. While “half-truths” are still actionable under that provision, a pure omission is not. The Court's opinion rested on textual and statutory construction analyses.