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2. Jones Day Discusses Shareholder Lawsuits Concerning Diversity
  
  Explore CLS Blue Sky Blog Oct 5 2020 BoardBlogs
  
  ...mark claims, the shareholders allege that the directors and officers of the companies at issue breached their Caremark duty to oversee and monitor the companies’ processes and functions, by failing to ensure compliance w...
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  Mentions: Leadership lawsuit stock options
3. Christine A. Leahy, Derica W. Rice Named to Target Corporation's Board of Directors
  
  Explore PR Newswire Aug 26 2020 BoardMoves
  
  ...er and director of CDW, andDerica W. Rice, former executive vice president of CVS Health and president of CVS Caremark, as directors... ...
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  Mentions: NYSE Caremark Target
4. DaVita Announces Paula A. Price to Join its Board of Directors
  
  Explore Yahoo! News Aug 11 2020 BoardMoves
  
  ...Ms. Price served as the chief financial officer for Ahold USA, controller and chief accounting officer of CVS Caremark Corporation, and in senior leadership positions at JPMorgan Chase, Prudential Financial, Diageo, and ...
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  Mentions: Management Independent Director Harvard
5. OIG Guidance for Boards Regarding Compliance
  
  Explore Legal News, Lawyers, Law Firms Aug 6 2020 BoardBlogs
  
  ...e fabric of an organization, it will have done more than simply fulfill its legal obligations starting in the Caremark decision and going forward. The Board will have helped to make the entire organization more complianc...
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  Mentions: stock options Caremark red flags
6. Top 3 Corporate Governance Issues For Fall Board Meetings
  
  Explore Law360 Jul 15 2020 BoardBlogs
  
  ...ed the business-judgment rule as "director-protective,"[3] which should provide directors some comfort.Though Caremark stood as a protective bar to most shareholder derivative claims against directors for more than 20 ye...
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  Mentions: Ethics Delaware DOJ
7. Delaware Year-End Review: M&A and Shareholder Litigation
  
  Explore corpgov.law.harvard.edu Feb 8 2020 BoardBlogs
  
  ...for those duties,” which would be necessary to establish “bad faith” under a Caremark claim. The dismissal of Caremark claims in In re LendingClub Corp. Derivative Litigation highlights the importance of taking decisive ...
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  Mentions: Management Delaware KKR
8. New Pressure On Corporate Directors To Recognize Red Flags
  
  Explore forbes.com Oct 23 2019 BoardBlogs
  
  ...ly a few cases right now. But the concern is that these cases expose the limitations of the director-friendly Caremark standard in the current environment that many observers have long projected. Board service is not yet...
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  Mentions: Delaware culture Caremark
9. Board-Level Risk Oversight Deserves Renewed Attention
  
  Explore globalbankingandfinance.com Oct 16 2019 BoardBlogs
  
  ...he meetings reflect that the board knew nothing about the growing risk of listeria contamination. Under prior Caremark case law, the defendant, Blue Bell directors, should have prevailed because the company had implement...
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  Mentions: Management Delaware Citigroup
10. Cybersecurity, The C-Suite, & The Boardroom: The Rising Specter Of Director & Officer Liability
  
  Explore Above the Law Oct 8 2019 BoardBlogs
  
  ...Caremark’s directors (defendants) breached their duty of care by failing to adequately oversee the conduct of Caremark’s employees regarding payments to doctors to refer Medicare or Medicaid patients to Caremark’s servic...
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  Mentions: National Association of Corporate Directors Legal Liabilites Delaware
11. Caremark Liability for Regulatory Compliance Oversight
  
  Explore corpgov.law.harvard.edu Jul 9 2019 BoardBlogs
  
  ...n by Chief Justice Strine, overruled both of these rulings and remanded the case for further proceedings. The Caremark doctrine. In Caremark (1996), the Court of Chancery discussed in detail the parameters of a board’s d...
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  Mentions: Fiduciary Duties Delaware Private Equity
12. Delaware Supreme Court Reverses Dismissal of Caremark Claim, Finding Lack of Board-Level Oversight and Director Independence
  
  Explore Legal News, Lawyers, Law Firms Jul 2 2019 BoardNews
  
  ...ny information systems or controls, an allegation of misconduct commonly referred to as a Caremark claim. But Caremark claims are notoriously difficult to prove, because they require proof that the directors demonstrated...
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  Mentions: Fiduciary Duties Delaware CFO
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