Changes in Delaware Corporate Law: A D&O Liability and Insurance Perspective
On March 25, 2025, Delaware adopted Senate Bill 21 (SB 21) into law, modifying provisions of the state’s corporate laws to lessen stockholders’ rights relative to claims involving controlling stockholders, particularly as they relate to purportedly conflicted transactions. For some time, states such as Nevada and Texas have attempted to lure corporations by developing even […]
Posted by John Orr, Willis Towers Watson, on Thursday, May 1, 2025
Editor's Note:
John Orr is a D&O Liability Product Leader at Willis Towers Watson. This post is based on his Willis Towers Watson memorandum and is part of the Delaware law series; links to other posts in the series are available here.
On March 25, 2025, Delaware adopted Senate Bill 21 (SB 21) into law, modifying provisions of the state’s corporate laws to lessen stockholders’ rights relative to claims involving controlling stockholders, particularly as they relate to purportedly conflicted transactions. For some time, states such as Nevada and Texas have attempted to lure corporations by developing even friendlier corporate laws than Delaware’s. SB 21 is, in large part, Delaware’s attempt to mitigate the risk of companies re-incorporating elsewhere.
