Camila Panama

Jul 5, 2024 | corpgov.law.harvard.edu | Martha McGarry |Andrew J. Noreuil |Camila Panama

Board of Directors, Disney, Proxy Contest, Universal ProxyMore from: Andrew Noreuil, Camila Panama, Martha McGarry, Mayer BrownMartha McGarry, Andrew Noreuil, and Camila Panama are Partners at Mayer Brown LLP. This post is based on a Mayer Brown memorandum by Ms. McGarry, Mr. Noreuli, Ms. Panama, and Alexander Dussault.

Jun 27, 2024 | mondaq.com | Martha McGarry |Andrew J. Noreuil |Camila Panama |Alexander J. Dussault

On April 3, 2024, The Walt Disney Company ("Disney") successfully won a proxy contest launched by Nelson Peltz's Trian Fund Management LP ("Trian") and Blackwells Onshore I LLC and affiliates ("Blackwells") at its 2024 Annual Shareholders Meeting. The outcome of this high-profile contest offers several insights for boards and practitioners on how to prepare for and respond to activist challenges in today's corporate governance landscape.

Jun 26, 2024 | mondaq.com | Martha McGarry |Andrew J. Noreuil |Camila Panama |Dustin Cooper

Three recent decisions from the Delaware Court of Chancery (the "Court") have upended long-standing market practice related to, among other matters, stockholder agreements, board approvals of merger agreements and the availability of damages for lost stockholder premiums following a failed deal.

Mar 11, 2024 | corpgov.law.harvard.edu | Camila Panama |Alexander J. Dussault

Activism, Advance Notice Bylaw, Director nominations, dissident, non-compliance, Universal Proxy Card, universal proxy ruleMore from: Alexander Dussault, Camila Panama, Mayer BrownCamila Panama is a Partner, and Alexander Dussault is an Associate at Mayer Brown LLP. This post is based on a Mayer Brown memorandum by Ms. Panama, Mr. Dussault, William Kucera, Martha McGarry, Andrew Noreuil, and Jodi Simala.

Feb 15, 2024 | mondaq.com | Camila Panama |Alexander J. Dussault

2023 marks the first full year in which the universal proxy rules have been in effect. As most know by now, a key change brought about by the rules is the required use of the universal proxy card in a contested director election—which enables stockholders to vote for their preferred combination of directors, including by mixing and matching among the company and dissident nominees, regardless of which side solicited their vote.