Show description

15 But that is not always what happens. com. Institutional Shareholder Services Inc. is owned by MSCI Inc. 14 Malone v. 2d 5, 10 (Del. 1998). 15 Under Delaware law, directors owe fiduciary duties to the common stockholders but to preferred stockholders only insofar as the duties to the preferred stockholders are owed to the common stockholders. Jedwab v. 2d 584, 594 (Del. Ch. 1986). In Delaware, rights of preferred stockholders are primarily contractual and equitable in nature. Rothschild International Corp.

Reporting negative returns to his fund’s investors, in turn, may hurt that board member’s ability to attract investors into later funds. ” That venture capitalist board member may vote “no deal” to “go long,” a decision to risk everything for the possibility that the company might someday go public, garnering gigantic returns for the preferred investors. Doing so might turn a losing venture capital fund into a moneymaking fund and make the board member a success, rather than a failure, to his venture capital fund investors.

Offer letters comes in many types and sizes. They may be one page or many pages. ” The offer letter is almost always a contract for employment. Many offer letters, however, state that employment is at will, which means the employment contract may be terminated by either party at will, with or without cause, with or without notice, and for any reason or no reason at all (except an illegal one). Without more, the offer letter is not much of a contract. But with the protections (severance, accelerated vesting, and so forth) the executive requires, the offer letter is a critical contract that may be worth millions of dollars.