Appointment of Independent Directors on the Eve of Bankruptcy: Why the Growing Trend?

Examining Delaware Corporate Governance Through the Nebulous Zone of Insolvency Lens and Delaware ABO Related Issues in the Bankruptcy Court

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Article

Myron T. Steele and Peter I. Tsoflias

This Article supplements other materials our colleagues prepared for this American Bar Association presentation.  Here, we discuss the corporate governance implications corporate fiduciaries are confronted with when the corporation is operating in the zone of insolvency and when the company is actually insolvent.  We also discuss some of the bankruptcy related issues concerning Delaware’s alternative business organizations (“ABOs”)—specifically, limited liability companies (“LLCs”), limited partnerships (“LPs”) and statutory trusts (“DSTs”).

This article was originally presented during the ABA Business Law Section Spring Meeting, April 2014.

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