On June 25, the Delaware Court of Chancery upheld the statutory and contractual validity of forum selection bylaws adopted by the directors of Chevron Corporation and FedEx Corporation, both incorporated in Delaware. The Court's decision settles an important issue of first impression under Delaware law, holding that directors can validly adopt bylaws requiring litigation over matters of internal affairs to be filed in Delaware.

Several companies already have some type of forum selection provision in their bylaws, many of them identifying Delaware as the sole forum for disputes between shareholders and the company involving the internal affairs of the corporation. The Chevron decision, which is still subject to appeal to the Delaware Supreme Court, raises the question as to whether other companies can, or should, adopt similar bylaws.  

Topics to be addressed include:

• Issues to consider when thinking about whether or not to include a forum-selection clause in the company's charter or bylaws
• What is the most appropriate forum for a company to litigate shareholder disputes assuming the board decides to adopt such a provision, and what issues should boards and counsel consider as part of this decision
• How are shareholders, particularly institutional investors, likely to react to such provisions and what to expect from ISS and other proxy advisory services
• What does the Chevron decision, as well as the Supreme Court's recent decision in American Express, mean for the future of other alternative dispute resolution procedures for resolving shareholder claims

We look forward to seeing you there.

July 29, 2013
Available by videoconference in our offices nationwide

Registration/Breakfast - 8:30 a.m. - 9:00 a.m. PDT
Presentation - 9:00 a.m. - 11:00 a.m. PDT

Rosewood Sand Hill
2825 Sand Hill Road
Menlo Park, California
(650) 561-1500

Presentation available by videoconference in our offices nationwide:

Austin
Registration/Lunch - 10:30 p.m. - 11:00 a.m. CDT
Presentation - 11:00 a.m. - 1:00 p.m. CDT
900 South Capital of Texas Highway
Las Cimas IV, Fifth Floor
Austin, Texas

Georgetown, DE
Registration/Lunch - 11:30 p.m. - 12:00 p.m. EDT
Presentation - 12:00 p.m. - 2:00 p.m. EDT
Eight West Laurel Street
Georgetown, DE 19947

Los Angeles
Registration/Breakfast - 8:30 a.m. - 9:00 a.m. PDT
Presentation - 9:00 a.m. - 11:00 a.m. PDT
633 West Fifth Street, 15th Floor
Los Angeles, CA 90071

New York
Registration/Lunch - 11:30 p.m. - 12:00 p.m. EDT
Presentation - 12:00 p.m. - 2:00 p.m. EDT
1301 Avenue of the Americas, 40th floor
New York, New York

San Diego
Registration/Breakfast - 8:30 a.m. - 9:00 a.m. PDT
Presentation - 9:00 a.m. - 11:00 a.m. PDT
12235 El Camino Real, Suite 200
San Diego, California

San Francisco
Registration/Breakfast - 8:30 a.m. - 9:00 a.m. PDT
Presentation - 9:00 a.m. - 11:00 a.m. PDT
One Market Plaza
Spear Tower, Suite 3300
San Francisco, California

Seattle
Registration/Breakfast - 8:30 a.m. - 9:00 a.m. PDT
Presentation - 9:00 a.m. - 11:00 a.m. PDT
701 Fifth Avenue, Suite 5100
Seattle, Washington

Washington, D.C.
Registration/Lunch - 11:30 p.m. - 12:00 p.m. EDT
Presentation - 12:00 p.m. - 2:00 p.m. EDT
1700 K Street, NW, Fifth Floor
Washington, D.C.