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NOTICE: No CLE credit will be provided for viewing recorded programs.
9/7/2023 | 10:00 AM to 11:30 AM
Location: Chicago Ballroom X, Ballroom - Level 4
Sitting in between two chairs or wearing two hats at the same time—regardless of the expression used, being a nominee director can be a balancing act. Nominee directors are a central feature of the private equity and venture capital landscapes: where an investor acquires a significant percentage of a company, it typically seeks representation on the company’s board. There is nothing intrinsically wrong with this arrangement; however, nominee directorships also carry the potential for conflicts of interest—specifically, the risk of the nominee director's loyalty being divided (or appearing to be divided) between, the company on whose board the director serves and, alternately, the nominating shareholder.
This program will explore some of recent decisions in Delaware and in Canada that highlight this tension, and provide a reminder of the duties and potential liabilities of nominee directors. The program will include practical guidance regarding how to mitigate risks arising in the nominee director context, both in M&A transactions and post-closing.
This program will explore some of recent decisions in Delaware and in Canada that highlight this tension, and provide a reminder of the duties and potential liabilities of nominee directors. The program will include practical guidance regarding how to mitigate risks arising in the nominee director context, both in M&A transactions and post-closing.
Chair:
Caitlin Rose, Partner | Co-Lead, Private Equity, Fasken Martineau DuMoulin LLP, Montreal, QC, Canada
Program Materials Coordinator:
Caitlin Rose, Partner | Co-Lead, Private Equity, Fasken Martineau DuMoulin LLP, Montreal, QC, Canada

Caitlin Rose
Partner | Co-Lead, Private Equity
Fasken Martineau DuMoulin LLP
Montreal, QC, Canada
+ Show Bio
Enoch H. Chang
Partner
Fasken Martineau DuMoulin LLP
Vancouver, BC, Canada
+ Show Bio
Jacob Croke
Partner
Sullivan & Cromwell LLP
New York, NY
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Neal J. Reenan
Partner
Latham & Watkins LLP
Chicago, IL
+ Show BioCLE Program: Managing Your Investment in the Private Equity Space: Who Wears What Hat, When, and Where
Type of Session
CLE Program
Description
Session will open 5 mins before the start time. Please refresh your page if you don't see the blue Join Meeting button above.
CLE Program Level: Mid-Level
Presented By: Mergers and Acquisitions
Co-sponsoring Committee(s): International Business Law, International Coordinating, Private Equity and Venture Capital