Delaware Journal of Corporate Law Symposium Examines Conflict in Corporate Takeovers
Web Editor - Published: April 12, 2011
“As markets become more complex, old methods of dealing with conflict may no longer be appropriate,” said University of Connecticut School of Law Professor and New York Times “Dealbook” columnist Steven Davidoff as he welcomed lawyers, judges, and academics to “Irreconcilable Differences: Director, Manager and Shareholder Conflicts in Takeover Transactions.”

Hosted by Widener Law’s student-edited Delaware Journal of Corporate Law, the symposium, held on Monday, April 11th, brought together noted corporate and business law practitioners, judges, and academics to examine the conflicts that occur between directors, managers, and shareholders in corporate takeovers. In addition to Professor Davidoff, Widener Law Associate Professor Paul L. Regan, acting director of the school’s Institute of Delaware Corporate and Business Law, Caroline M. Gentile, Widener’s Ruby R. Vale visiting scholar of corporate and business law, and students David DiDonato and Suzanne Lufadeju helped to organize the event.

In addition to a keynote address by Delaware Court of Chancery Chancellor William B. Chandler III at lunch, the program featured panels on “The Parameters of Director Independence” and “Judicial Standards and Remedies for Conflicted Transactions.”

The afternoon portion of the program featured a pair of roundtable discussions. Robert Kindler, the Vice Chairman of Investment Banking at Morgan Stanley offered an introduction to the first roundtable discussion.

“Your job is to do what is right for the client, not for the bank or law firm,” said Kindler in his remarks, He reiterated that refrain at the close of his remarks, saying that the ultimate lesson to be learned is that “It’s all about the client. It’s not about the bank or the law firm.”

The roundtable that followed Kindler’s remarks featured a number of distinguished speakers including the Delaware Court of Chancery Vice Chancellor Leo E. Strine, co-head of North American M&A for J.P. Morgan Chase James Woolery, and Harvard Professor Lucian Bebchuk among others. Professor Davidoff served as the facilitator for the discussion.

The program concluded with a Delaware roundtable discussion facilitated by Professor Regan that featured several area practitioners including Widener Law alumni Kevin F. Brady ’82, Francis G.X. Pileggi ’86, and Edward Micheletti ’97, all of whom served on the board of the Delaware Journal of Corporate Law during their time at Widener Law.